The Amazing Spider-Man: Turning Point
by KiloWhiskeyOscar
Summary: Based on one Marvel's most enduring and controversial story-arcs, Peter and Gwen have been together for two years and find their relationship at a crossroads. While they come to terms with their future, the treacherous Green Goblin resurfaces to plunge New York into chaos. With everything at stake, Spider-Man must face his nemesis in a battle that could have tragic consequences.
1. Prologue - Chapter I

Disclaimer: It's been a while since I did a Spider-Man story. I tried doing one following the origins and maturation of the web head but it fell through. But here I am working on a story based on one of the most, if not, THE MOST controversial storyline in Marvel history. Since this is a 2014 update of sorts, expect some differences between this story and the comic and I can't promise I'll stay faithful.

I want to also note that, embarrassingly enough, I've never actually read the comic on which this story is based. Please, don't hate me. Please.

I don't own the rights to Spider-Man or any supporting characters.

Are you ready? Good! (laughing maniacally)

* * *

_With great power comes great responsibility… those were the words Uncle Ben told me. Words I didn't appreciate at the time and ultimately didn't heed. And it cost me._

_I made a mistake the night I let some random thug with a gun get away. I had the power to stop him without so much as breaking a sweat. But I didn't care; I just… let him go. I watched him slip by my and our eyes met. He was a desperate looking guy, beady eyes, a skull-cap a graying beard. He looked at me and probably saw only a young teenager in a red and blue outfit. If he was wondering why I wasn't trying to stop him from getting away, it was obvious… I didn't care. It wasn't my problem to catch him; I wasn't a cop or security guard or even the damn fight promoter who cheated me out of my earnings. So, why should I have cared if some random, desperate man got away? Well I didn't know it at the time, but that little thing called karma was about hit me harder than anything I could imagine._

_When I got to my house in Forest Hills some time after, the police were at Aunt May and Uncle Ben's doorstep and I knew something was wrong when I rushed inside. Aunt May was there with another officer consoling her while another officer told me that Uncle Ben tried to stop a burglar… with fatal results. I knew right then that I had to confront the killer myself. I searched across the city for the bastard that took the life of an innocent man was just trying to protect his family, to do the right thing. Me? I wanted revenge, pure and simple. So when I cornered that murderer in an abandoned warehouse, man, I wanted to make him squirm. I wanted to see him suffer. I wanted to hear him beg for his life. When I hoisted him up against the wall in my hands, he did just that._

"_Please, please don't hurt me, man." he said to me. I could tell he was crying crocodile tear under the winter mask he wore, but I was in no mood to forgive._

"_Beg all you want; It won't keep me from wiping the floor with you," I snapped back at him, even punching him square in the gut so he knew I was dead serious. "You feel that? That's for the old man you murdered in cold blood. A man with a family; do you understand that?"_

_I hoisted him higher in my hand and I could feel the breath leaving his throat. "So I killed some old guy. What's it matter to you?"_

_That comment alone was the last straw and I snarled from behind my own mask, "EVERYTHING!"_

_I reached for his mask, wanting so badly to look into the eyes of the man who murdered my Uncle Ben before I made him suffer. Instead, reality slapped me in the face and karma did indeed bite me in the ass. Recognizing the same graying beard and beady eyes, I was looking right at the very same burglar that I could've stopped. Instead, I let him escape and Uncle Ben died because… I didn't care. It was then in that moment that I made the decision to leave that scumbag burglar to the cops. But the damage was already done. My thirst for revenge was quickly replaced with guilt over my own inaction. Uncle Ben was dead because of me… because I didn't act when I could._

_That night, that moment in time was a turning point in my life. I vowed never to turn away from my responsibilities, to use my abilities to help others in need. With great power comes great responsibility… that's what Uncle Ben taught me and I've lived by those words since then. I've swung high above the busy New York City streets, battling low-level criminals and big time super criminal alike. I've fought twisted multi-armed scientists, electrified lunatics, crazed big game hunters and even symbiotic aliens. I've fought them all, and through thick and thin, I beat them. _

_But there was one above them all that caused me more pain and more suffering than I could've ever believed possible. He learned things about me and I learned thing about him. I beat him too… barely. But like a bad dream or a waking nightmare, he always came back. I didn't know at the time, but when he next reemerged, it would cost me even more than I thought possible._

* * *

**_THE AMAZING SPIDER-MAN_**  
**_TURNING POINT_**

Chapter I

_((Under the moonless night coupled with veils of mists that made seeing so difficult save for a few street lights, OsCorp Industrialist Norman Osborn was running for his life. He was running from an unseen presence that seemed to know exactly where he was at all times. Every step he took was accompanied by a pale, faint breath. Sweat dripped from his brows and down his face. He was terrified; Norman Osborn, titan of industry and as shrewd a businessman as they came, was absolutely terrified. But he simply kept on running until he managed to duck into an alley and hid there with his back to the cold brick and mortar._

_Norman listened for something like footsteps in the mist and he just barely caught a glimpse of someone or something in the distance. The misty atmosphere made identifying the figure difficult, but it was enough to note the disturbing, hunched-over visage. Then it seemed to turn whatever sort of gaze it had directly at Norman, and he instinctively drew himself back against the wall. Norman peeked around the corner a second time and the visage was gone. He breathed a sigh of relief moments before he heard a high-pitched cackling that seemed to come from every which way around him._

_The cackling sounded so inhuman and yet so sickeningly familiar and Norman plugged his hands over his ears to dull the shrill sounds. They only grew louder and more menacing, as if they weren't coming from around Norman's person but from within his very psyche. He dropped down to his knees and tightened the pressure to his ears but that did little to silence the cackling that he knew now was coming from his mind. Then the cackling quieted until Norman barely heard anything at all and as he removed his hands from his ears and looked around, he spotted another figure standing across the alley from him. The new presence stepped forward from the mist and Norman recognized it instantly to be his son Harry._

"_Harry," Norman called out. "What are you doing here?"_

"_Hard to forget the past, isn't it," Harry replied, catching Norman off guard. "No matter where you go, it always catches up with you."_

_Stepping forward, Norman asked, "What the hell are you talking about," Another step was taken, but Harry stepped back. "Harry, get over here, right now."_

"_Why should I? You're not even my Dad." Harry claimed, much to Norman's disbelief. _

"_What did you say?"_

_Harry started retreating back into the mist before stating loudly, "In fact, you're not even the real Norman Osborn. You're something else…"_

"_Harry…" Norman called out before giving chase to his wayward son._

_Harry was already out of the sight by the time Norman reached the other end of the alley and he was back on the street. The mist was thickening around him and making it even more of a pain to see anything clearly. Norman spotted a light just beyond the mist and trudged toward it, partly hoping it wasn't an oncoming subway train. As it turned, it was entirely different. Norman emerged from the thick mist and came face to face, literally, with himself. It was as if Norman was staring at a mirror – except his doppelgänger didn't respond to a single move he made. Norman suddenly spun around at the faint whisper of his own name and failed to notice his doppelgänger changing shape._

_The moment Norman turned back around, he felt a gloved hand on his throat. Then he was hoisted up off the ground by said gloved which he noted had a dark purple shade to it. It wasn't just the glove that made Norman quake in terror but the face of his attacker. A twisted grin permeated a demonic green face and the horrible yellow eyes seemed to pierce directly into Norman's very soul. Norman never realized until too late that he was face to face with a villainous, almost demonic maniac who called himself the Green Goblin._

"_Poor, poor Norman," the Green Goblin said in a high-pitched tone. "You didn't really think you could get away from me, did you?"_

"_You're not real. You are not real."_

_The Green Goblin pulled Norman closer so they were face to face. "I'm more real than you'd care to admit. You can't ever escape who or what you are, so don't bother to kid yourself."_

"_That's not me anymore. Just leave me alone." Norman pleaded while the entire street suddenly came apart and only a small portion remained where and the Green Goblin stood._

"_LEAVE YOU ALONE," the Green Goblin shouted. "That's not going to happen, Norman. We're the same, you and I. Forever connected. And I was quite happy to let you live your otherwise worthless excuse for a life, but it's time to get back to work."_

_Norman glared at the Green Goblin and told him, "I won't do what you want. I'm not you anymore."_

_The Green Goblin replied, "I wasn't asking."_

_The Green Goblin suddenly reared back and fell from the platform of asphalt, taking Norman with him. They began a plunge straight down into an abyss and the Green Goblin began cackling like a madman. Norman in turn took to screaming for help that would never come. The abyss down below seemed to break apart like shattered glass and the two fail through the fissure into further nothingness. After that, there was fire that could have incinerated them both within second of touching the flame. It was as if Norman Osborn and the Green Goblin were being pulled down into the depths of Hell. Then there was nothing…))_

* * *

Norman Osborn sat up ever so suddenly from his bed, breathing heavily and sweating pools of moister into the sheets. The only light was that of the moon through the window into his bedroom. Norman looked around to find everything still in place around him before realized he had experienced a nightmare. It had to be nothing more than a nightmare and yet it felt so real. Norman hadn't thought about that demonic goblin creature since his childhood. But that was nothing but a figment of his imagination then and it was the same now, and Norman had no reason to fear something from his childhood. Or did he?

He started to slowly slip from his bed and planted his bare feet on the soft rub beneath them. The rug was soft to the touch; Persian if Norman recalled. That was the farthest thing from his mind. He put his slippers on first and then his favorite forest green robe before heading out through the door of his bedroom. He emerged in the hall, walls made of finely furnished wood and lined with numerous photo of both family and business. Mostly business. Norman hardly had time for family nowadays.

The penthouse in which he now lived alone was large and considerably quiet. That was how Norman preferred it to be, especially after Harry moved out to his own apartment that was bought and paid for by Norman. That seemed like a typical thing for Norman, having to do certain things for his son that he would've been capable of doing himself. Sometimes, Norman wondered just what kind of God gave him such a worthlessly helpless offspring. If only Harry was as driven Norman… or better yet, like Peter Parker, his best friend. Now there was a young man who was driven to succeed in life and not having to rely on his parents to get him anywhere. Norman wished he had a son like Peter Parker, be that as it may.

Norman wondered into the bathroom that was a couple of doors down and wished he had one built into his room so he wouldn't need to hike from Point A to Point B. Switching on the bathroom light, Norman looked into the mirror at himself and noted his bloodshot eyes and slightly unkempt hair. Hardly becoming of the OsCorp Industries CEO, he reasoned. He switched on the water faucet and immediately doused his face and head in water. Doing this a total of three or four more times just shake the weariness, Norman shut off the faucet and gripped the ornate sink. He sighed, thinking once more about that terrible dream. It was just a dream as far as Norman was concerned and he doused his face one more time.

The moment after he was finished, Norman was startled when he spotted that hideous creature from his dream in the mirror, seemingly staging right behind him. Norman spun around, instinctively grabbing hold of the sink from behind his back. There was nothing there, nothing in the bathroom except for Norman. He shook his head to clear it but couldn't help but think about what he'd seen or at the least thought he saw. He turned back to the mirror and stared blankly into it. Then he began to see flashes of moments in time he couldn't recall.

The creature in his dreams called himself the Green Goblin and he claimed that he and Norman were the same. That was ridiculous as far as Norman was concerned. As far as he knew, the Green Goblin was a violently unpredictable psychopath whose antics brought him into with that other freak who called himself Spider-Man. The fought across Manhattan for a time according to the new reports and then as quickly as he appeared, the Green Goblin vanished. That was almost a year ago, but Norman only had vague recollections. He couldn't remember if he was out of the city at the time, but as far as he was concerned, this Green Goblin creature was nothing more than a myth.

So why was he having such vivid nightmares of a creature he really only knew from news report. No unable to return to sleep, Norman wondered into the living area of his penthouse. He came across a wall display of elaborately designed tribal masks. Masks always held a particular interest to Norman. He felt that a person could lose himself in wearing one and doing so, became someone else entirely. Of course, Norman had never worn any of his own masks as they were simply for effect within his home. One particular mask caught his eye; heavily designed with a far more tribal and warlike feel than most of the other, which Norman had acquired through somewhat disreputable means in Northern Africa.

He inched his hand toward the tribal mask, its features seeming to jump right out at him as if wanting to attack him at any moment before pulling away. He muttered, "You'd like to, wouldn't you?"

"_Norman…"_ a faint whisper suddenly sounded out, startling Norman.

"Is someone there? Hendry, is that you," Norman called the name of his butler, momentary forgetting that he'd gone home hours ago. "I must be going crazy."

"_Norman…"_ another whisper came followed by a faint laugh.

Norman was sure he was just hearing things in the big house, but he subconsciously picked up a chimney fork and held it high. "If there's somebody in here, show yourself and I swear that I won't press charges." _That's assuming I don't throw you out the window first._

He waited and waited for a response of any kind, be it a loud and obnoxious cry or a reserved little whimper. Nothing came from anywhere in the penthouse. Seemingly satisfied, Norman put down the chimney fork and set about returning to bed. He suddenly stopped when the laughing returned in force, echoing throughout the penthouse. It just seemed to come from everywhere and sent Norman into a spin. He covered his ears just as he did before, but the laughter became more and more ear-splitting every second. It was as if the laughter, crazed and bordering on twisted, was on the verge of driving Norman absolutely insane.

"Shut up," Norman demanded, only for the crazed laughter to increase exponentially. "SHUT UP! LEAVE ME ALONE!"

Then a lone voice whispered, _"You __**are**__ alone."_ Then the laughter ceased once again, only for the voice to add, _"For now."_ Then it was gone completely.

Norman removed his hands from his ears just as he had done before, but now he was sweating from the stress of hearing apparent voices in his home. Or _were_ they all in his head? "What the hell is happening to me?"

* * *

Author's Note: Well, I've got the prologue and the first chapter done. I kept it short and sweet without revealing too much of what will happen.

The prologue explained what's already known about what led Peter Parker to become Spider-Man, so that's covered.

The chapter takes place about a year after certain events, establishing that Norman became the Green Goblin at some point, fought Spider-Man and developed amnesia or simply has repressed memories, maybe even possibly delusional.

Again, I can't say too much now about how I intend to carry on the story except that I'm shooting for a full-length. I can say that you can expect other villains to appear, likely some I haven't introduced in previous stories.

Give me a couple of reviews or send a shout to my profile if you have any questions or suggestions. Take it easy.

**IN MEMORY OF  
THE ULTIMATE WARRIOR  
1959-2014**


	2. Chapter II

Disclaimer: Seeing as I managed to get the second chapter finished ahead of time, I figured I might as well get it up and running. (Or swinging, I guess.) I'm not surprised I haven't received any responses, but it is early yet so I should give it time.

Just to reiterate, this is a 2014 reimagining of The Amazing Spider-Man #121-122. Yes, I'm just realizing that the story-arc spanned two issues.

As always, I don't own the rights to Spider-Man or any supporting characters.

* * *

Chapter II

_"Good morning, Manhattan. It is Saturday, June 12 at 11:22 A.M. Temperatures are a balmy 68 degrees with clear sky and abundant sunshine." _

_Our top story this morning; Wednesday's high speed car chase through downtown Soho was thwarted once again by New York's resident, friendly neighborhood Spider-Man. The NYPD later took the culprit into custody, indentified as 35 year old Abner Jenkins. Jenkins, a former aircraft mechanic for Quest Aerospace, attempted to abscond with several components for unknown purposes. The parts have since been returned to the factory from which Jenkins stole them."_

"_In other news, OsCorp CEO and industrial magnate Norman Osborn is due to return to the public eye after four months of self-imposed reclusiveness to announce the reopening of OsCorp Industries. Late last year, Mr. Osborn was among several high-ranking persons that also included Wilson Fisk, Silvio Manfredi and Martin Li to be abducted by the mysterious criminal known as the Green Goblin. A motive behind the kidnappings has not been determined as of yet and the Green Goblin currently remains at large."_

* * *

A familiar red and blue figure streaked across the New York City skyline in plain view of onlookers down on the streets below. It was certainly an image which they'd come to expect. High above and swinging on strands of web lines and jaunting from building to building was Spider-Man. He'd become a fixture in Manhattan since his first appearance two years ago, taking on not just common crooks but a variable cornucopia of colorful super criminals. The most notable had been the like of Doctor Octopus, the Vulture, the Lizard, Venom and Carnage. Other antagonistic villains like Shocker, Scorpion and the Chameleon came to mind, and Spider-Man beat them all. And each time, he always had a moment to throw a few choice one-liners into the mix.

The people loved him and for good reason; he was always putting his life on the line for his city. At the moment as he was vaulting about between the skyscrapers, Spider-Man was on the hunt for Abner Jenkins, the guy he'd helped apprehend days earlier. According to the latest news reports, Jenkins was broken out of New York State Penitentiary by an unknown benefactor. Spider-Man wasn't a betting guy but he suspected Jenkins had some underworld connections. He knew that Jenkins, prior to his arrest, was under the employ of Wilson Fisk, AKA, Kingpin. There were rumors that Jenkins jump ship to work for Silvio Manfredi, AKA, Silvermane. Still, there was never any substantial evidence to either claim.

That investigation had to come later. Spider-Man was swinging up 82nd and Lexington toward Quest Tower, the main headquarters for Quest Aerospace. Quest Aerospace was the company that Abner Jenkins used to work for and ironically who he tried to steal from. Whatever was happening at Quest Tower had his name written all over it. Spider-Man was going to catch the guy. He always did. What would make it any different? Landing atop a building half a mile away from his destination, Spider-Man wasn't surprised to find Quest Tower still standing. Several news helicopters circled the upper floors of the building along with a single NYPD patrol chopper. A miniscule plume of a light gray smoke seeped out of a broken window.

Firing a web line toward the nearest chopper, Channel 5 reading across the hull, Spider-Man bounded forward toward Quest Tower. The chopper weaved slightly in the air, which was surprising since Spider-Man barely weighed that much anyway. The pilot and the news reporter, a young woman of Chinese-American decent, spotted the web slinger as he swung from their chopper to the next one.

"This is Whitney Chang with Channel 5 News continuing our coverage of the commotion at Quest Tower. If you're just joining, Spider-Man has just arrived and he is on route to Quest Tower. We'll have more in this developing story as it unfolds."

Spider-Man continued toward the building, swinging from chopper to chopper until he was close enough for mighty bound. He literally dove into the building through a broken window and skidded across the ruby-red floor of the office in which he landed. The office itself was in shambles, broken glass from the window on the floor and decorative items no longer in whatever place they used to be. Spider-Man looked back at the window and noted the manner in which it was broken.

_Whoever did all this came from outside, is if the broken glass wasn't obvious enough. The only persons who can get this high are the Vulture… and the Green Goblin._ Spider-Man thought to himself and shudder at the last notion.

He paused at the faint cries of a woman somewhere within the building. Bounding onto the far wall, Spider-Man crawled along to bypass the debris to into a wide hallway. The hallway had seen better days; there were a series of scorch marks along the walls and the florescent ceiling lights were left dangling and flickering. Spider-Man bounded across the hall, hopping from one wall to the next and back again. It was more out of instinct that anything else. The faint screams were growing slightly louder and Spider-Man figured he was getting close to the source. He also had the sneaking suspicion that whoever caused this was still in the building.

Spider-Man arrived at the source of the cries, which were coming from behind a set of double doors. His attempts to open them were met with resistance but that wasn't going to stop him. Vaulting back against the wall and firing a pair of web lines to either side of the doors, Spider-Man sling shot his way through. The impact sent both doors flinging wide open, while Spider-Man bounded into the room and landed onto a banister.

"Anybody home?" he said.

Inside of the room were a group of people, five to be precise and strapped together in chairs. "Spider-Man, thank God you're here." A comely young brunette said and drew the attention of the other hostages to Spider-Man.

Spider-Man hopped down to greet the hostage. "Don't worry about a thing…" he said and noted the woman's name. "…Christine. I'll get you all out of here."

"How do you know my name?" Christine asked.

Spider-Man reached for the name tag on her red office jacket and replied, "Says so right here on your name tag; Christine McGuire. Hey, you're not related to Tobey McGuire? I think his movies are terrible."

"Hey, you've got to get us out of here, Spider-Man," one of the other hostages said, a man with graying brown hair and couple of wrinkles that suggested he was approaching middle age. "They guy who did all this; he's a nutcase."

"Don't worry, I specialize in trouncing nut cases." Spider-Man said confidently.

"Yeah, but this guy's a whole new level of weird," another male hostage added. "Wears a red and silver, insect-looking outfit. And he can fly, too."

"Sounds like fun." Spider-Man said before his spider-sense went off.

A second later, Spider-Man leapt up and over the hostages to dodge a bolt of light before it struck him. A whole series of bolts came at him, but he was able to duck and weave and dodge every one of them with ease. A final bolt missed and Spider-Man clung to the ceiling of the room. Out of the smoke emerged the perpetrator behind the invasion of Quest Tower. Decked out in a red and silver outfit, he hovered above the terrified hostages. A harness with rapid moving capsules akin to wings kept him airborne, moving so fast that the eyes couldn't follow. He also wore the strangest looking mask Spider-Man had ever seen so far; a silver, doubled pronged visage with yellow orbs to resemble eyes.

"Wow, that's a cool suit," Spider-Man said when the culprit landed on the floor. "And by cool, I mean extremely gaudy, cumbersome and derivative… and really just flat-out ugly."

"You don't remember me; do you, Spider-Man?" The villain said.

"Uh, let me think; you attacked Quest Tower, you're wearing Quest Aerospace flight equipment and you've got some kind of grudge against Quest as a whole," Spider-Man listed off before snapping his fingers. "I got it; you're Jameson. Oh, PLEASE be Jameson!"

"SHUT UP," the villain said and shot another bolt and Spider-Man, missing him by a couple of feet. Then the villain opened his mask and revealed his face. "You recognize me now?"

Spider-Man put his hands on each side of his face and replied, "Abner Jenkins?! Didn't I kick your backside a few days ago? I guess I've got to do it again."

Abner Jenkins closed his mask and took flight above the hostage. "Not this time. This time, I'm kicking _your _ass. Oh, and you can call me Beetle."

"Beetle? Seriously? Why not try a more sensible moniker, like Cockroach Man or the Human Fly or Wasp," Spider-Man said and then quickly retracted, "Actually, the Wasp name's already taken."

Spider-Man bounded clear of another bolt from the self-proclaimed Beetle and also avoided several more in succession. He unloaded with a series of web shots back at Beetle, who was equally able to avoid the webs as they came, and then he fired back. Spider-Man, as he'd always done, made effective use of his agility. He bounded throughout the room to avoid the bolts, but was careful not to get too close to the hostages. That wasn't to say they weren't terrified by all the chaos around them. Spider-Man knew he had to get them out of there, but it didn't seem like Beetle was going to make it easy. It was never that easy.

Bolt after bolt, Beetle shot off a rapid stream of fire at Spider-Man, but Spider-Man was ever cagey. He bounded from wall to floor and back again, used numerous web lines to swing up from the floor to the ceiling. Landing on the railing above the floor were the hostages were, Spider-Man swung out of the way of an oncoming bolt and straight at Beetle with grace. Then he put his leg out front and said limbs were buried into Beetle's abdomen. The blow sent Beetle out of a then-unbroken window and out of sight for the moment.

A moment later, Beetle was back in full force and shooting at rapid fire at Spider-Man – and the hostages. How he managed to miss the hostage completely was astonishing and it made Spider-Man if Beetle was missing by design or was just a bad shot. Spider-Man fired a web line and swung out of the broken window toward Beetle, who had taken flight toward the city. Spider-Man landed just at the edge of the defenestrated window and fired off another web line, missing Beetle by a few inches. He fired another line and was set to take off when Christine called out to him in terror.

"No, don't leave us here, Spider-Man. Please." she said to the hero.

"Don't worry, Christine. I'll be back on a hot New York minute." Then Spider-Man was long gone out the window.

Christine still shouted, "No. Come back."

Spider-Man was already in pursuit of Beetle, quickly catching a brief glimpse of the latest entry in his rogue's gallery. Beetle had made it to the lower standing buildings, forcing Spider-Man to swan dive from the tower after him. Firing a web line toward the nearest building, Spider-Man swung across the sky line with earnest and poise but it appeared that Beetle had somehow given him the slip. Either Beetle truly had gotten away or he was waiting for the moment when he could ambush Spider-Man as he was searching. Neither scenario boded well for Spider-Man or anyone else if and when Beetle struck again.

Then his spider-sense went off. Spider-Man bounded clear of a hailstorm of bolts from above. Beetle reappeared, unleashing an assault that a normal person couldn't have avoided. Spider-Man was no normal person. He retaliated with an onslaught on his own, shooting web shots right back at Beetle. Beetle nearly as agile as Spider-Man, and he was pelted several times by the projectiles before taking off further into the city. Spider-Man gave chase after Beetle and kept the villain in full view. He also had to avoid the random shots that Beetle unloaded on him, something he did with ease. He was no Green Goblin or Shocker or Vulture, but he came pretty close.

Beetle stayed well ahead of Spider-Man by focusing solely on trying to outrun him, periodically turning to further pepper the web slinger with a storm of bolts. Spider-Man deftly dodged the bolts while remaining in motion as he'd done so many times in the past against common crooks and super villains alike. He shot a web line that stuck unto Beetle's leg, and Beetle felt the sudden tug of extra weight on him. Spider-Man held on to the line before Beetle surprising and just of deftly spun around in a twisting motion.

The momentum sent Spider-Man slamming into the wall of a brick building where he quickly recovered, and it was right on time too. Beetle unloaded another spray of bolts at Spider-Man, who once again put his agility to proper use. On the wall, Spider-Man seemed to flow in between the bolts as they came striking the parts of the wall that his arms or legs occupied moments earlier. Beetle proved unrelenting and cupped his hands together. He charged up a larger and more powerful bolt and let it loose, and Spider-Man barely managed to avoid the blast when he bounded clear of it. The bolt left a scorch mark where Spider-Man was situated mere seconds ago.

Beetle fired more bolts in a vain attempt to put Spider-Man down for the count and maybe unmask him, but Spider-Man was all quick to be stopped. Eventually, Spider-Man bounded forward and directly up and over Beetle. By the time Beetle knew what happening, it was already too late. From behind Beetle, Spider-Man snagged him with two separate web line embedding to his back. Then Spider-Man flipped Beetle directly over him and into the side of the opposite building. Beetle literally slammed front side first into the building, spread-eagle style. To keep him there, Spider-Man engulfed Beetle in a web net and then mockingly greeted the subdued villain.

"You made it WAY to easy, pal; I barely even broke a sweat. And yes, I _do_ sweat under the mask." he said to Beetle.

Beetle simply laughed, "You're not as bright as like to think you are."

"How do you figure?"

"When we left the tower, I activated a detonator pack on the hostage's chairs. It's set to blow in the next two minutes," Beetle revealed. "So what're you going to do? Bring me in to the cops or save the hostages?"

Without a second thought, Spider-Man fired off a web line and swung back toward Quest Tower. He shouted back, "Don't go anywhere, Roachi Roach."

"THE NAME IS BEETLE!"

* * *

Christine was the first to notice the literal ticking time bomb below the chairs that she and her fellow hostages were trapped on. The digital clock was bright orange and ticking away at less than one minute and counting. The other hostages struggled against their own bound but Christine was petrified beyond rationale to really do much of anything. Why in the world did Spider-Man have to take off after that Beetle lunatic? As if her question was suddenly answered, Spider-Man returned through the same window that Beetle destroyed prior.

"Told you I'd be back," he announced while sliding to a stop right by the hostages. One by one, he snapped the bounds. "There's a stairwell down the hall and to the right. Get to it."

Two of the hostages hustled out of the room in haste while the timer was down to twenty-five seconds. Christine was about to follow when she was suddenly jerked to a halt. She looked back to find her office jacket caught in a jagged edge on the detonator. Twenty seconds remained on the clock. Spider-Man didn't have time to stop the detonator, so he focused on getting Christine free. He hoped those other hostages made it to the stairwell when he managed to remove Christine's jacket from her person with fifteen seconds left and coming. Taking Christine in one arm, Spider-Man approached the window and looked down toward the city.

"I hope you're not afraid of heights, Christine." he said to her.

"What?!"

Spider-Man then lunged out of the window with Christine's arms wrapped around his neck and shoulders, without responding once to Christine's response. Christine did naturally produce a scream of terror as she and Spider-Man plummeted a dozen feet below. Back inside the building, the timer counted down to zero. An explosion of the upper floor of Quest Tower followed, blowing shard of glass and pieces of office furniture every which way. The explosion was mostly contained, and the helicopters watching it all unfold were in no real danger.

The same couldn't be said for Christine as she held on for dear life to Spider-Man, thinking him to be craziest bastard since her ex-husband. As they dropped further toward the nearest building, (and she was still screaming) Spider-Man shot off a quick web line. Holding the line tightly, Spider-Man swung clear of Quest Tower with Christine still holding on as tightly as possible. They both swung a couple blocks away from Quest Tower, eventually coming to rest on the roof of an apartment and right in front of a pigeon coop. Christine had her eyes shut the whole time when she felt solid ground underneath her feet and when she opened her teary eyes, she saw that same solid ground. And she saw Spider-Man standing before her.

"See, that wasn't so bad," he said, and Christine shakily removed herself from him and ready to burst into hysterics. "Uh, uh, no need to get teary eyed or mushy. C'mon, chin up, Christine. Chin up."

"Th… thank… you." Christine barely managed to respond despite being totally shell-shocked.

"Hey, it's why I'm here." Spider-Man said before shooting a web line and swinging out of sight.

Christine feebly waved her hand and muttered, "Amazing!" And then she fainted.

* * *

Spider-Man was quick to return to where he left Beetle last, only to find the remains of his web net and Beetle long gone. Spider-Man was mentally kicking himself, but he knew well ahead that it had to be Beetle or the hostages. He chose the hostages, and Beetle got away. Focusing his attention now on the commotion at Quest Tower, Spider-Man swung back to the site of the chaos. Landing atop an adjacent building, Spider-Man took in the scene.

The helicopters, both NYPD and News, were still high above surveying and/or filming the scene. Down below at the base of the tower, there were a number of emergency vehicles and countless people running around. There were also the occupants of the tower leaving the building. It amazed Spider-Man that Quest Tower was still standing after being gutted by that blast. Then again, it was a contained explosion, probably something Beetle hadn't planned on. It didn't prevent a plume of smoke from spewing out of the building but at least it was still standing. Still, the sight of it and the choppers and the emergency vehicles didn't relieve Spider-Man's _other_ great fear.

_Jameson's gonna have a field day with this,_ he thought. He knew he wasn't wrong.

* * *

Author's Note: That's it for the second chapter, and there's a little to talk about. First and foremost is if those with eagle eyes take a very close look at the opening sentence, you might notice the numbers read a specific numerical sequence. Look very closely.

Second is the mention Wilson Fisk, Silvio Manfredi and Martin Li, better known in the comics as Kingpin, Silvermane and Mr. Negative respectively. Whether or not they will appear later on is to be determined.

Whitney Chang (from The Amazing Spider-Man video game) makes a cameo, while the character Christine McGuire is a minor, original character. Note the sly little inside joke on her last name.

I mentioned that other villains would appear and the first of them is Beetle. I won't reveal any others but some have been mentioned. Of the mentioned, Venom and Carnage **WILL NOT **appear.

Finally, it was established that Spider-Man has been around for two years in this timeline of sorts. And yes; he's got his snarky one-liners.

So pretty please with sugar and Emma Stone on top, review.


	3. Chapter III

Disclaimer: Sorry it took so long to get this chapter done. I've been dealing with personal issues, and Writer's Block and work and a lot of cussing. A LOT OF CUSSING! I've also been trying to be optimistic about this story as a whole getting some reviews.

That said, I do not own the rights to Spider-Man or any supporting characters. And no, I'm not following the story of the upcoming movie.

* * *

Chapter III

It was Saturday afternoon now at the Daily Bugle and as always, chaos was the usual order of the day. Peter Parker had been working for the Bugle for two years and figured he would've gotten a little used to it by now, especially with J. Jonah Jameson being his boss and the Head of the Anti-Spidey Fan Club. As he was standing in the office of the Jolly One himself, and Joseph "Robbie" Robertson standing beside him, Jonah had his face concealed behind a yesterday's Bugle paper. Peter noted the front page had a photograph, his photograph, of Spider-Man apprehending a couple of low-level crooks and leaving them for the cops. He'd brought in his latest portfolio of photos of Spider-Man at Quest Tower, battling Beetle and saving those hostages, but Jonah didn't even acknowledge them yet.

Even if he had, Jonah would've put his own spin on what took place at Quest Tower and painted Spider-Man as the bad guy. He always did. All could Peter could do was wait for a response from Jonah. And wait. And wait. And wait some more. Eventually, Jonah folded the top half of the newspaper down and glanced at up at Peter. Peter responded with a light wave and a smirk. Jonah returned to reading the paper and concealing his face with it. Peter glanced at Robbie, noticing him rolling his eyes.

"Parker, shouldn't you be in school right about now?" Jonah finally spoke out.

"It's Saturday, Jonah," Peter responded. "Besides, I brought you some new photos of Spider-Man… that you have yet to look at for some reason."

Jonah tossed the newspaper aside to the floor and snagged the portfolio off the desk before Peter knew was happening. Pulling the stack of photos out, Jonah sifted through each one after another and each sifting was accompanied by a grunt or a snort. Or both. Jonah also had a cigar in his mouth right below his bushy mustache, and Peter had that little pang of dread that Jonah was going to burn the photos just for the hell of it. Jonah did no such thing because as he already knew, and Robbie was likely to remind him, the front page for the afternoon paper needed newsworthy photos and a headline. Robbie seemed to know what Peter was thinking, so to speak, as he chimed in to remind Jonah of said need for headline.

"Jonah, we've got seven minutes to deadline and no page one. You've got to make a decision on which photo you want us to use." he said point-blank.

"What are you, Robbie? My truant officer?"

"No, I'm your City Editor and telling that your newspaper needs front page photograph," Robbie said and looked over at Peter. He added, "And I'm pretty sure that Peter has some he needs to be later."

"Thanks, Robbie." Peter said.

"Alright, run that photo," Jonah said and flipped a single picture over to Robbie, and Peter recognized it as one of Spider-Man chasing Beetle. Jonah added, "Here's the headline: THE SPIDER AND THE BEETLE: INSECTS TERRORIZE QUEST TOWER! Make sure the photos are exclusive. I don't the Post on our ass again."

"I'll do that, but for the love of God, Spider-Man was trying to stop Beetle." Robbie said in defending Spider-Man.

"Stop Beetle from doing what, Robbie? Absconding with his share of the take," Jonah countered and pointed at the photograph he'd chosen. "A picture is worth a thousand words. Look at that; Beetle _AND_ Spider-Man fleeing the scene of the crime."

"I think you're leaving out the part that Spider-Man came back to the tower to save those hostages. Conveniently, I might add," Peter explained as a pure matter of fact to Jonah. "What will it take to convince you that he's one of the good guys?"

"What will it take," Jonah repeated. "If Spider-Man's a real hero, he'll take off that mask and show everyone who he really is. Until then, he's a vigilante just like the rest of those costumed freaks."

"So you're basically saying that groups like the Avengers and the Fantastic Four are vigilantes." Robbie said.

"I'm saying Spider-Man is a vigilante, Robbie. Everybody in the world and their grandmother knows about Tony Stark and Steve Rogers and Thor and Reed Richards and Ben Grimm," Jonah clarified. "But nobody and I mean nobody knows who Spider-Man really is."

_Venom does, but at least he's gone. I hope, _Peter thought right as he was getting ready to leave the office. He stopped when Jonah bellowed at him.

"Where do you think you're going, Parker? I need you at OsCorp later; Norman Osborn's back in the public eye and he's holding a press conference at 4:30 PM."

"Jonah, I promised Gwen I'd at Starbucks later at 5:00." Peter stated.

"I don't want to hear excuses, Parker, and I certainly don't want to send Foswell to OsCorp either. Either do your damn job or it comes out of your paycheck. Is that reasonable for you?" Jonah said, effectively laying down the law.

Peter could only roll his eyes and said, "Fine." Then he exited the office.

"And let's try to keep Spider-Man out of it this time." Jonah bellowed.

Peter caught the last of Jonah's words about Spider-Man and felt an agitated chill running down his spine. That agitation was noticed by Betty Brant, who couldn't help but chuckle ever so slightly at Peter's beleaguered appearance. Peter notes Betty's chuckling gaze and it at least made him produces a slight smile coupled with a miniscule head shake and roll of her eyes. Peter walked over to the desk across from Betty's, which had few of his own items on the top and his nameplate, making it his after years of service to the Bugle. Peter never did forget how got the staff job, which involved no small amount of chicanery with his Spider-Man photos.

Peter fell back into his desk and tilted his weary head back and sighed in mute frustration. Betty chimed to him, "Tough day at the office, Pete?"

Without visually acknowledging his friend and coworker, Peter replied, "You have no idea, Betty."

"Hey, I was barely an adult when I started working for Jonah, and I'm 27 years old now. Trust me; I have some kind of an idea." Betty said.

Peter righted himself so he was facing Betty, noting briefly that looked as good as when they first met years ago. Hard to believe he once had a crush on her once upon a time. "I'm kind of at my wit's end here. I have no idea what it's going to take for him to see that Spider-Man is a hero. Look at all the super villains he's beaten, and Jonah still think he's a menace."

"I don't have any magic words, Peter…" Betty exclaimed.

"Yeah, you're no Dr. Strange." Peter joked. Then he saw Betty giving him a look that made him want to retract his joke. Not that she would've done something horrible to him in reprisal.

"Don't you have somewhere else to be, Mr. Parker?" she asked.

"Right," Peter said. "I'll catch you later, Betty."

Peter hopped out of his chair and started toward the elevator that would've taken him to the lobby, doing so if only to ward off suspicion if he happened to step into the maintenance closet. It was also something of a personal choice for Peter since he actually intended to go to the roof of the Bugle, change into his costume and swing home. The maintenance closet was so yesteryear. At the elevator, Peter pressed the UP button and waited for the elevator to make the climb up to the office and it was taking its sweet time getting there. Peter was already half-a-mind of opening a window and leaping out into the city, but the last thing he really needed was for everyone in the office to think he was committing suicide.

As soon as the elevator finally arrived and the doors opened, Peter was just about to cross the threshold when Jonah boomed out of his office. "Parker, don't forget to be at OsCorp at 4:30 PM on the dot so you'd damn well better use the fastest route you know."

"No problem, Jonah." Peter replied with a slight wave and without turning to face his boss.

"I mean it, kid. Screw this up and it's coming out of your paycheck." Jonah reiterated.

Peter was already in the elevator when Jonah finished his ranting. _Oh, happy day._

* * *

Norman Osborn looked like himself again, dressed in a dark suit and adjusting a forest green neck tie under the jacket. Norman was entirely sure why he'd chosen to wear said tie since he preferred to wear anything black or grey or midnight blue. But green was the color of money and if Norman loved anything in this world, it was money. Power went well with money and he had both in spades. It was just too bad that same fire that Norman had within himself never translated to his own wayward son Harry. How and why Harry never seemed to possess the same drive as Norman was beyond him.

If Harry had been more like Peter Parker, his best friend, then Norman wouldn't have been so damn critical about him. Peter Parker; there was someone Norman admired. Driven, self-taught and intelligent beyond words, Peter Parker was quite possibly the son Norman never had but always wanted. Norman thought to himself the possibility of maybe adopting Peter, but where would that have left Harry? He was still Norman's son despite everything. What kind of father would Norman be if he'd abandoned Harry?

Norman pondered these thoughts while looking down at his tie, knowing it wouldn't offer him a better angle. When he raised his face back to the mirror, he suddenly recoiled back into the wall behind him. That thing, that bizarre Goblin creature was staring at him with that twisted grin and those frightening yellow eyes. Norman shook his head and rubbed his eyes just hoping the Goblin wouldn't be there when he looked again. Sure enough, the image was gone and replaced by Norman's reflection. Norman felt beads of sweat trickling down his forehead by the time he heard a knock on the other side of his bathroom door.

"Mr. Osborn," replied Hendry, Norman's butler, in a slightly raspy tone that suggested he was middle-aged or advanced. "Your vehicle is ready and waiting to bring you to OsCorp. You also have a visitor, sir."

"Who is it?" Norman asked while shaking the nerves out of his system.

"Wilson Fisk, sir."

_Fisk; that's just perfect,_ Norman thought before he replied, "Tell Mr. Fisk I'm not interested in speaking with him, Hendry. And make sure he understands that anything he has to say has no bearing on me."

"I understand, sir, but Mr. Fisk was quite insistent that he be allowed to speak with you, and I don't think he intend to leave otherwise." Henry nervously stated.

Norman cringed and wanted to fire Hendry on the spot – or throw him out the window, then fire him, but he regained himself and replied, "Fine then. Thank you, Hendry."

Once he was certain that Hendry had gone, Norman slimmed his right fist into the finish of the sink and cursed himself. Then he noticed that he left a sizable dent in the finish. Norman studied the dent closely before he looked his hand. Unlike the sink, hand didn't have a mark on it. Peculiar in of itself since Norman wasn't an avid weight lifter by any stretch of the imagination. Yet he had noticed at times that was as physically fit as any athlete he'd ever seen in any sport. But unsure as he was about his supposed physical prowess, Norman refocused on readying himself for the press conference at OsCorp. First though, he had to deal with Wilson Fisk. And he wasn't looking forward to it.

* * *

Wilson Fisk was many things to the people of New York; billionaire, philanthropist, humanitarian. What the people of New York didn't, at least for the time being, was that Fisk was secretly the Kingpin of Crime. The number of underworld connections he had rivaled anything or anyone else in the world, maybe even dwarfed them. In fact, only a handful of the more colorful individuals knew of Fisk's underworld dealings. The likes of Daredevil, Nick Fury of S.H.I.E.L.D. and possibly the Avengers were among those that were aware of the Kingpin's existence. But unless concrete evidence could substantiate those claims, the Kingpin was for now as much a myth as El Dorado or Shangri-La.

There was one other person who was aware of Fisk's moniker and that person was Norman Osborn, and Fisk was in Osborn's home to confront him about certain things. What the Kingpin wanted, he usually got. As he waited for Osborn to appear, Fisk studied the various masks displayed on the wall. Fisk never fully understood Norman Osborn's fascination with masks and while he was wondering this, Norman appeared on the balcony above without saying a word.

"Admiring my collection, Wilson?" he finally said.

Fisk barely flinched at the sound of Norman voice but was hardly surprised to hear it. "It's impressive, I'll give you that. Sadly, it isn't my thing. I'm usually more interested in more lucrative business ventures."

Norman was already halfway down the flight of spiraling stair when he said to Fisk, "How about you skip to the part where you tell me why you're here."

"That's no way to treat an old friend, Norman." Wilson said.

"We're not friends," Norman said right as he reached the foot of the stairs and approached Wilson. "And if you're thinking that I might continue our business dealings from before, you're as delusional as you are massive - Kingpin."

Wilson simply shot a sly and shrewd smile back at Norman coupled with a nonplussed attitude that belied his slick, uptown appearance. The sheer differences in both size and appearance were as evident as ever. Wilson Fisk was an African-American male born and raised in the Bronx who took up physical training, power lifting and the like. He claimed to weigh close to 350 lbs with only 2 percent of body fat – the rest was pure muscle. Rumors suggest that Wilson was discovered by the late crime boss Don Rigoletto to act as his bodyguard, but that ended when Wilson killed Rigoletto and took over his criminal empire, and the Kingpin was born.

Norman knew the history of the Kingpin of Crime and the numerous gang wars with the like of Silvio Manfredi, Martin Li and Leland Owsley. And somehow, Kingpin always seemed to come out on top. Norman's continued icy gaze at Wilson didn't faze him anymore than a bat could avoid being eaten by an owl, and Wilson stepped back in the end and of his own accord. That was because he wasn't at Osborn home to talk him into continuing their previous work together. He had something in mind.

"I wouldn't dream of it, Norman; our business dealings are a thing of the past," Wilson stated. "I'm here to talk to you about a certain costumed maniac and someone who's on a bit more of a lunatic fringe than Spider-Man," Wilson paused for a few moments to make Norman think about it. Then he stated, "I want to talk about the Green Goblin."

Norman raised an eyebrow. That was the creature from his nightmares Fisk was addressing; how the hell did he know about it? "What makes you think I know anything about some sociopath in a Halloween costume?" he asked, trying to play it off.

"I think you know more about the Goblin than you're letting on, Norman," Wilson claimed. "See, I prime my on noticing certain things about my enemies. When the Goblin first abducted me last year, I noticed that the technology he was using at the time came from your company. The glider, the weapons; it all came from OsCorp while you, quite suspiciously I might add, were absent."

Norman huffed and sneered at Wilson while he walked to the table with bottles full of wine and liquor. He poured himself a glass before he explained, "I've told the authorities, the press and anyone else who'll listen that I was away on business in Europe. Donald Menken was left to in charge of OsCorp while I was away, since I couldn't very well trust my own son to run the company."

"Maybe you're giving that fool, Menken, too much credit, or giving your son too little. Either way, it's become clear to me from the start what's been going on at OsCorp." Wilson stated.

Norman slammed the glass down on the table and faced Wilson and snapped, "You're not seriously suggesting that I have something to do with the Green Goblin."

"I'm more than just suggesting it, Osborn," Wilson calmly and stoically replied. "I think you and the Green Goblin are working together to take over my criminal operations and those of Silvermane and Li and Owsley. While you come up with these alibis of business trips abroad, you're putting out the Goblin to take us out. And most importantly, you knew who the Green Goblin really is under that false face of his."

"You're really that paranoid, aren't you, Fisk? You're worried that someone in a Halloween getup discovered your own secret and can't wait to reveal it to the world," Norman stepped up to Wilson so they were face to face and nose to nose. "I'll say it one more time; I DO NOT know anything about the Green Goblin and I'll be DAMNED if I let you pin all this bullshit down on me. Am I clear?"

Wilson remained stoic through Norman ranting, calmly saying, "Crystal."

"Good! Now I have a press conference to attend. I assume you can see yourself out, be it the elevator… or a window. You're choice."

Sure that he got his point across, Norman stormed out living room and left Wilson behind. Wilson remained stoic as he watched Norman disappeared into the elevator. Norman was holding something back; Wilson could tell just that much by watching his mannerisms, his posture. He sure as hell didn't believe a word Norman told him about the Goblin or about Menken running the company in his absence. So when Norman was gone, Wilson reached into his coat pocket and pulled on his cell phone. Hitting the speed dial function and pressing the phone to his ear, Wilson waited for a response and after a few moments, someone on the other end of the line.

"_What is it?"_ a voice asked from the other end of the call.

"I've got a job for you," Wilson replied. "Norman Osborn is about to return to the public eye and he's holding a press conference at OsCorp today. I want him taken care of."

"_And if Spider-Man gets involved?"_ the voice asked.

Wilson replied, "Kill him, too."

* * *

Author's note: Good God, this one took forever. Despite lack of reviews thus far, (only got one) this story is progressing. Maybe more will come around; one can hope.

We've gotten our first appearance of J. Jonah Jameson, Robbie Robertson and Betty Brant and established the Peter has been working at the Daily Bugle for two years. Frederick Foswell is briefly mentioned but I can't confirm that he'll appear.

The meat of the chapter is the interaction of Norman Osborn and Wilson Fisk AKA Kingpin, and how Kingpin is suspicious of Osborn being in league with the as-yet to appear Green Goblin. Oh yeah, and Kingpin as African-American; a call back to the late Michael Clarke Duncan.

Additional mentions include Donald Menken, the Fantastic Four, the Avengers and Dr. Strange. Again, I can't clarify any of the mentioned will appear.

If you want to know more about what's going to happen, I suggest you read on and leave a few reviews. I want to keep this story alive but I can't do that without you. Keep it alive.


	4. Chapter IV

Disclaimer: So, I just recently bought the Amazing Spider-Man 2 score on iTunes and I have to say, Hans Zimmer is a freaking GOD among composers. It has a much more electronic tone to it, (see what I did there) but it works. Again, Hans Zimmer = GOD!

As always, Spider-Man and all supporting characters are the property of Marvel Comics.

* * *

Chapter IV

OsCorp Industries had been more or less operating under the leadership of Donald Menken during Norman Osborn's absence. Despite some setbacks such as the economic crisis and rumors of the creation of numerous super criminals, chief among them being Doctor Octopus, OsCorp profited under Menken's watch. But it was time for Norman Osborn to take back the reigns of his company, and Menken was relieved. What better way to take back a multi-million dollar weapons manufacturing company than to reopen it? With OsCorp back under his watch, Norman could stand up to the likes of other weapons manufacturers such as Stark Enterprises, Hammer Industries and the beleaguered Quest Aerospace.

The upcoming press conference in Uptown Manhattan was the usual type of gathering associate with a grand reopening. Numerous news crews, interviewers and paid guests turned out for the reopening of OsCorp. The grand gateway, or the front gate leading into OsCorp, was closed for the moment. A large podium was set up directly in front of the gate with several key military figures waiting for the man of the hour to arrive. Much to his own personal chagrin, Harry Osborn wasn't allowed anywhere near the stage for the obvious reason; his own father didn't want him screwing everything up.

Instead, Harry was an island in sea of people who his dad likely bought just to be seen. Harry at least appeared presentable in casual street clothes and combed back, dark brown hair. He was sporting a light patch of facial hair across his normally youthful face. It made him look more like an adult and less like his father; he often told his on again/off again girlfriend and, Liz Allen. Naturally, Norman didn't approve, but Harry hardly gave a damn anymore what his father thought. Nothing Harry ever accomplished in his crappy life was ever, EVER, going to be good enough for Norman Osborn.

There was a sudden round of applause among the gather spectators, and Harry instantly knew what caused the adulation. Norman Osborn's big black limousine arrived and sure enough, the man himself appeared. He waved out to the crowd and smiled a fake smile, while Harry simply looked on was indifference.

"Enjoyed the show, Mr. Osborn?" a female voice, sensual and confident, said to Harry.

Harry spun around and was quickly greeted by the smiling face and shining red hair of Mary Jane Watson. "What're you doing here, MJ? Dad didn't drag you down here, I hope."

Mary Jane waltzed around Harry with that same infection smile and carefree attitude she'd always displayed. "Nope! A little told me that you'd been here for the grand OsCorp reopening and figured I stop by for a Meet n' Greet. And apparently, I'm not the only friendly face here."

"What do you mean?" Harry asked, and Mary Jane tilted her gorgeous face straight ahead.

Sure enough, there was Peter Parker in the crowd of wolves dressed as paid guests taking photographs of Norman's arrival. "Always so hard at work. C'mon, let's go do the Meet 'n Greet." Mary Jane said and grabbed Harry by the sleeve.

"You want to do that while he's working." Harry said as MJ dragged him along.

Meanwhile as he was taking picture after picture of Norman entering the stage, Peter was thinking about one person and one person only: Gwen Stacy. He hated that his job came before his love life, and more so when Spider-Man came between him and Gwen. Gwen didn't know that Peter was Spider-Man, which was bad enough. Worse still was that Gwen blamed Spider-Man for the death of her father, Capt. George Stacy. She was affectively an orphan, just as Peter was when his parents died. Aunt May offered to take her in, but Gwen was independent and smart and beautiful. Those were the things Peter loved most about her. When the conference was over, Peter was going to have to find a way to make it up to Gwen.

As much as he hated himself for it, Peter refocused on getting photos of Norman Osborn's triumphant return to the limelight. At the same time, he was also greatly distressed. It was over a year ago now that Peter, as Spider-Man, learned a terrible truth about Norman Osborn; he was the Green Goblin. Key word: Was. Something happened to Norman at OsCorp to turn him into a twisted and insane megalomaniac and in the ensuing conflict that followed, Norman lost all memory of ever being the Goblin. He'd begun assuming that he was on some random business venture oversees, while popular belief among New Yorkers was that Norman was himself a victim of the Goblin.

Peter was hoping that Norman would never relapse and remember he was ever the Goblin. So far, Norman seemed like his old self as he approached the podium where Donald Menken was waiting to shake his hand. Peter kept taking some pictures of the reunion of sorts when he caught movement within the crowd. He'd briefly sighted a loner in the sea of people; he wore a dark blue hooded jacket and his face was obscured by the hood itself. Before Peter could react, he felt a hand on his shoulder and turned to spot Harry Osborn behind him and Mary Jane Watson behind Harry.

"Working hard, buddy? Harry asked with a smile on his slightly bearded face. Mary Jane was beaming as always.

Peter was happy enough to greet his best friend with a light hug. "I didn't think you'd make it down here today, Harry."

"You know me; I can't get enough of Stormin' Norman making a big deal of something so trivial."

Mary Jane stepped in between the two friends and said, "Hold on there, boys. I must've missed the part where I was chopped liver."

Peter couldn't keep himself from grinning like a damn Cheshire cat at Mary Jane's ever bubbling personality. "Who could ever toss that kind of label on Mary Jane Watson of all people? You'd have to be insane to do that."

"Or madly head over heels in love from day one. Don't dare forget that day that you first hit the jackpot, Tiger," MJ said with a flick of her finger on Peter's chin. "So, where's Gwen? I want to see her."

"I want to date her." Harry added, earning himself a nudge from MJ.

"Well… Gwen is um… uh… she's not here now. I'm meeting later after the conference is over." Peter said.

"You're _meeting_ her? As in later? Peter Benjamin Parker, you must be out of your mind to blow her off like that," Mary Jane said a punched Peter in the arm, causing Harry to chuckle. "No self-respecting boyfriend should ever blow their girl. I am so ashamed of you, Tiger." Then MJ produced a playing smirk.

"I know and I'm going to make it up to Gwen, but Jameson's been winding me tight and I have at least help Harry with my half of the apartment." Peter explained.

"Your half? Peter, there aren't any halves. The apartment's bought and paid for by OsCorp, remember?" Harry explained.

"Hey, be quiet. Mr. Osborn's about to speak." MJ said, and Peter returned his job. He briefly noticed that the hooded figure was gone.

Another round of applause was directed at Norman and he produced a fake smile while waving at the people. "Thank you, thank you so much, New York. It feels good to be back where I belong, very humbling. Thank you."

"Humbling, my ass." Harry muttered, although Peter heard him clear as day. Mary Jane didn't.

"Speaking of thanks, I would like to take this moment to thank my associate Donald Menken for taking the reins of OsCorp is my absence," Norman spoke with mock sincerity. "It's amusing in a way that no more than 20 years old, a young man laid down the foundation for what would become one of this country principal weapons manufactures, surpassing other such companies as Quest Aerospace and Stark Enterprises. Granted of course that no company is perfect…"

Peter continued snapping picture after picture as Norman rambled on about how OsCorp was facing a turn for a perhaps brighter future. Then his spider-sense went off; a tingling sensation in the back of his skull that warned him of a coming danger. Peter didn't stop snapping photos if only to avoid arousing suspicion. He covertly snapped the sea of people, each and every single person fixed on Norman's speech. Nobody seemed to notice anything out of the ordinary; not even the hooded figured slowly making his way toward the stage. Peter did notice and covertly slipped away.

Harry and Mary Jane meanwhile, were listening to Harry's father. "Pete, are you believing this…" Harry said only to just now notice that Peter was gone. "Pete?!"

"What wrong, Harry?" Mary Jane asked.

"I don't know. Peter just disappeared on us."

"Probably taking my advice."

Norman had failed entirely to notice the hooded figure approaching since he was caught up on his speech. "It's been said in the past that wars are fought with weapons, but won by men. Not by armored playboys, not by super soldiers or hammer-wielding gods or green-skinned monsters or sorcerers or mutants or cosmically enhanced families… but by men. With the reopening of OsCorp Industries, the best men with win with the best weapons…"

The hooded figure was now just a few feet from the stage where a pair of security officers confronted him. One officer grabbed his arm and the other follow suit. What happened next defied all manner of comprehension. The hooded figure's arm began to vibrate at a slow pace at first. Before either of the officers knew what happened, both were flung away from their assailant with enough force to send one officer crashing into a parked patrol car and the other into the front steps leading up to the stage. Norman, Donald Menken and several of the military guests back away from the attacker as he reared his right arm back. Norman briefly noticed a glinting metal gauntlet under the attacker's jack sleeve. Then, he only had a split second to move when the attack threw his arm forward.

A wave of compressed air shot forth and ripped the podium to shreds. Another blast of compressed air blew out a portion of the stage itself, sending Norman, Menken and the guests spiraling down to the ground. The assailant then ripped off his jacket as he was stalking toward Norman, revealing the familiar brown and yellow, foam-lined costume along with the metal gauntlets associated with the super villain Shocker. Norman quickly deduced in his mind that Kingpin sent Shocker after him, and that was made clearer when three more officers stepped between Norman and Shocker. Shocker easily dispatched them with a moderate air blast and stalked Norman until he was right on top of him.

Shocker aimed his right arm down at Norman and declared, "Nothing personal, Osborn."

"Kingpin sent you after me, didn't he?" Norman snarled.

"I don't care what the boss's got against you. For me, this is all just business. Now hold still." Shocker charged his gauntlet but before he could take the shot, Harry tackled Shocker to the ground.

Holding Shocker down, Harry shouted, "Dad, get out of here."

And Norman got out of there, giving his own son little thought. Shocker batted Harry off of him. "Not a smart move, kid. Now, you're going to pay for it."

"You take checks?" From out of nowhere, Spider-Man appeared and kicked Shocker to the ground.

Spider-Man landed beside Harry, grabbed him and then swung clear of a blast from Shocker. Shocker caught sight of Norman escaping into his limo just as was driving off, taking a shot and missing. Spider-Man returned to the fight but Shocker kept him at bay with another blast. The he took aim at Harry, forcing Spider-Man to get Harry out of harm's way. Shocker fired a number of heavy blasts to keep Spider-Man from fighting back, all the while reaching a police motorcycle and taking to the road after Norman's limo. Spider-Man landed among the stunned crowd with Harry in tow, while Mary Jane rushed toward them.

"Harry, are you okay?" she asked, genuinely scared for Harry.

"Yeah, but my dad…" Harry said before Spider-Man interrupted.

"Don't worry; I'll get to your father before Shocker does." Then Spider-Man took off swinging after Shocker.

* * *

Norman's limo made it into the surprising like not-so busy streets of Manhattan and quickly veered down 5th Avenue. From the back seat, Norman looked back through the rear window and spotted a lone police motorcycle in pursuit. He quickly determined that it was Shocker coming to snuff him out on Kingpin's orders. A couple of squad cars were in pursuit of Shocker, but Shocker focused purely on catching the limo and the target inside. Norman also noticed something else in the sky above; Spider-Man.

Outside on his stolen ride, Shocker cut loose with an air blast on a parted Chevrolet Impala and sent it flying into the air. The Impala flipped while it was airborne before crashing to the street. One of the police cars served to the side of the crashed car and continued pursuit. The other police vehicle wasn't as fortunate, sideswiping the fallen car and spiraling into the sidewalk. Amazingly enough, there were no pedestrians walking by and the officers got out of the car unscathed. That was at least one thing Spider-Man didn't need to worry about as he continued his chase.

Shocker unleashed another blast, this time on an incoming Suburban SUV. The SUV, much like the Impala, went flying in the air and landed directly in the path of the pursuing squad car. This time, the squad car wasn't able to swerve away. The two vehicles collided with each other, and the squad car got the worst of it. Spider-Man was conflicted at that moment; catch Shocker and save Norman or stop to check on the officers and the SUV driver? To his relief, all three parties stepped out of the vehicles, hurt and stunned but no worse for wear. An encouraging wave by the SUV driver allowed Spider-Man to continue on.

Meanwhile, Shocker managed to pull up behind Norman's limo and blasted the rear wheels and axel clean off. Norman instantly felt the jolt despite having worn his seatbelt while the limo skidded to a halt. Stepping from his stolen ride, Shocker approached the busted limo until he stopped by the passenger door. Placing one hand onto the finish, he vibrated the door off its hinges and peered inside. To his surprise, Norman was gone, having escaped out the other side. Shocker quickly spotted Norman attempting to get away and stalked after him. Norman collapsed on the ground, allowing Shocker to reach him and aim both gauntlets down on him.

"Try to hold still and this won't hurt… much." Shocker said. Before Shocker took the shot, both of his gauntlets were webbed up and he was yanked backwards.

Shocker was slammed hard onto the ground hard when he quickly found Spider-Man crouched atop a street light. "So when did you become a hired gun, Shocker?"

Vibrating the webbing off, Shocker took a shot at Spider-Man and missed when the hero bounded onto a nearby wall. "Hey, a hardworking guy like me has got to eat now and then." Then Shocker took another blast at Spider-Man, who swung clear and landed at the remains of the limo.

"Ooh, nice banter. You're aim still needs a little bit of work, though." Spider-Man mocked and leapt over another blast.

Spider-Man wasn't prepared for a second air blast to accompany the first, and he was sent flying into a parked pickup truck. The blast made Spider-Man's teeth chattered and his head spin, but that was more likely his spider-sense tingling. Shocker sent a controlled shock wave toward Spider-Man across the street. Spider-Man leapt clear of the wave which torn the pickup truck apart, bits of a steel clattering to the street. Spider-Man stayed airborne to avoid Shocker's assault of air blasts, all of which came in rapid succession and frequency. In return for the blast, Spider-Man unleashed an onslaught of webbing back at Shocker, pelting the villain and causing him to briefly lose focus.

As Spider-Man and Shocker battled it out, a new police vehicle arrived and Harry and Mary Jane exited from the back. Harry, headless perhaps of his own safety, head right where his father was hiding. Shocker continued to unleash air blast after air blast, while Spider-Man stayed on the move at all times by swinging in between the blasts. Harry and Mary Jane helped Norman to his feet, but Shocker spotted them and attempted to get to them. Spider-Man shot a web line that tripped Shocker, who quickly shot another air blast back at the web slinger. Shocker was upright again and took aim at his target, but again Spider-Man snagged one arm in a web line. A Tug-o-War ensued between Spider-Man and Shocker.

"Go! Get Osborn out of here, now." Spider-Man shouted to Harry and Mary Jane.

"Dad, are you okay? Are you hurt?" Harry asked.

"Never mind that; just get me the hell out of here." Norman snapped at his son.

Harry and Mary Jane escort Norman to the waiting car while Spider-Man and Shocker continued their Tug-o-War. After a brief stalemate, Shocker vibrated his arm free and took a shot at Spider-Man. Spider-Man wasn't able to move in time and took the blast head-on, sending him to the asphalt. Shocker again refocused on the job at hand but by that time, the squad car was already taking off down the road. Shocker attempted another shot with his gauntlets before Spider-Man swung in from behind and kicked him to the asphalt. Another air blast from Shocker sent Spider-Man jumping away, and then Shocker tried one more time to stop Osborn from getting away. But by then, it was too late.

Cursing under his breath, Shocker took a few more shots at Spider-Man. Spider-Man managed to dodge around the blast until one caught him in the abdomen, sending him through a the window on a salon. With Spider-Man momentarily incapacitate, and more police approaching the scene, Shocker quickly blew open an escape route in the street. He took a parting shot at the police car before disappearing into the hole he created. Spider-Man recovered from his bone-shaking ordeal, returned to the street and bounded into the hole that led into a steam tunnel. But by then, Shocker was already long gone.

Cautiously, Spider-Man clung up onto the ceiling of the tunnel, ready to react at a moment's notice if Shocker attacked. But there was nothing to suggest he was still present, and Spider-Man's spider-sense didn't go off. There was a beeping sound going off below the fabric of Spider-Man's arm sleeve, which he undid to show a digital wristwatch beside his web-shooter. It read 4:55. Peter suddenly dreaded the meaning; he was going to late in meeting Gwen. Again.

_Crap; Gwen's going to kill me._

* * *

Author's Note: Holy Crap; I've got another chapter finished and it didn't take me as long. Hooray for me.

First up are the intros for Harry Osborn and Mary Jane Watson. Harry here has light facial hair ala James Franco and Mary Jane is a bubbly and carefree as ever. Donald Menken makes a cameo with no speaking lines. (Yet!)

Those of you getting antsy about Gwen Stacy appearing, fret not. She's in the story and she will appear. What is known about Gwen thus far is she's unaware that Peter is Spider-Man, and she also blames Spidey for the death of her dad, just like in the comics.

Finally, there's the appearance of the one and only Shocker. I originally intended for Hammerhead to appear, but I went for Shocker instead since he's clearly way more bad ass and something of a fan favorite.

So by all means, let me know what you think of this latest chapter or if you've got any questions, send them via my profile and I'll be back soon for the next entry.


	5. Chapter V

Disclaimer: It's nice to see this story is making some headway in the reviews department. Can we call it that? Anyway, here's the next chapter of the story; hope you like it.

I don't own the rights to Spider-Man or any supporting characters as they are the property of Marvel Comics.

Also, it's become a custom of mine to dedicate said chapters to certain people who have passed away. The most recent was _"Eddie Valiant"_ himself, Bob Hoskins at age 71 and I offer my condolences to his family. Rest in Peace, Mr. Hoskins.

* * *

Chapter V

In a local Starbucks in Midtown Manhattan across from Empire State University, Gwen Stacy waited for Peter to arrive. She looked at the wrist watch with the face of the device under the wrist as opposed to over it, checking the time. 5:15; where in the world was Peter? Gwen wasn't sure if she should be surprised or annoyed with her boyfriend's apparent lack of commitment. She often tried to write it off as Peter being somewhat irresponsible, which was a stretch since Peter took the relationship pretty seriously. This was more so when Gwen father, Police Captain George Stacy, was killed by Doctor Octopus. Gwen blamed Spider-Man for not being able to save her father, but she loved Peter for being there for her when she needed him most. The problem was that she had no idea that Peter Parker actually _was_ Spider-Man. But he loved her all the same.

Gwen returned Peter's kindness during that time when Peter was having those strange and unexpected _anger issues_. She had no idea that at the time of the issues, Peter was under the influence of an alien symbiote. Even worse was the alien merged with Eddie Brock to become Venom, who targeted Gwen specifically for reasons Gwen could fathom at the time. Spider-Man eventually save her and beat Venom, but that didn't earn the web slinger any praise from Gwen. Even before her dad died, Gwen was somewhat skeptical of Spider-Man, but not of Peter. She just wished that he a little more attentive with her once in a while.

Liz Allen approached Gwen at her table with a cup of herbal tea and set it down in front of her. "There you go, Gwen." she said.

"Thanks, Liz." Gwen replied with a slight smile when she looked up at the flat screen TV on the wall.

"_It was a another stunning scene in Uptown Manhattan today as the super villain Shocker attempted to kill industrial magnate Norman Osborn during the reopening of OsCorp Industries. Although Spider-Man was able to prevent the attack, Shocker escaped and no arrests have been made. I'm Whitney Chang and we'll have more on this story as it develops."_

"God, that Spider-Man is hot." Liz swooned right in front of a somewhat disgusted Gwen.

"You're strange, Liz." Gwen said.

Liz shrugged before she asked in all seriousness, "So what's up with you and Peter? You two still dating?"

"More or less, but he's been a little bit less attentive lately. I guess I could probably understand, what with school and his job," Gwen explained to Liz as she took a seat. "Plus, there's our internship at ESU, working for Dr. Warren. That's about the only time we've interacted lately."

"I see. Listen, if it's not working out between you two, well, I'd be happy to take Peter off your hands." Liz said.

"Liz!"

Liz quickly threw her hands up in defense and replied, "I'm just saying. Besides, I always thought Peter was cute."

Gwen was a hair away from telling Liz off when they heard a light tapping on the window outside of the store. Peter was standing right there, waving at Gwen and Liz. Gwen gave him a stark rolling of her eyes while Liz waved back at Peter. She also winked at him before she returned to her duties. Peter walked away from the window, headed straight for the front door of the Starbucks and entered. Gwen continued to be coy and somewhat dismissive as Peter reached the table she occupied and sat down where Liz was sitting earlier.

"Hey, I'm so sorry I'm late, Gwen. I got hung up with work for the Bugle covering the OsCorp reopening." he explained to Gwen, although she didn't appear to be buying it.

"You're 15 minutes late," Gwen stated before she glanced at her watch. "Make that 16."

"It was… it was that long?"

"Yeah, pretty much," Gwen said, and Peter practically dropped his forehead onto the table. Seeing Peter's distressed face at the very least made Gwen chuckle while she also lowered her face to meet his own. "You make it so damn hard to be mad at you, Mr. Parker. No wonder I love you."

"So does this mean I'm off the hook?" Peter asked.

"Not by a long shot," Gwen replied and stood up straight, brushing her hand through her shining blonde hair. "So I think I'm due a nice, quiet walk across the ESU campus; as a punishment for almost standing me up. Is that acceptable to you, Mr. Parker?"

Peter had to admit; Gwen was good, really good and pulling his strings. Maybe she was secretly a web slinger in her own right. A Spider-Girl? Without replying, Peter stood straight to face the love of his life. He put his arm out and Gwen took it in her arm and they started on their way out of the Starbucks. As they were leaving, Peter's attention was drawn by Liz behind the counter. She was waving and winking at him like a lovelorn stalker, just much pretty. Liz even blew an invisible kiss to Peter, and he chuckled as Gwen dragged out the door. Before Gwen left, she stuck her tongue out at Liz. In response, Liz wrapped her arms around her own shoulders and pretended to make out with her own invisible boyfriend. She also produced another, much more obscene gesture with her tongue pushing into her cheek, and Gwen answered back with a quick flick of her middle finger as she left the shop.

* * *

_"Police have yet to determine the motive behind the apparent assassination on Mr. Osborn by Herman Shultz AKA Shocker, and Spider-Man is being sought for questioning at this time. There is speculation that the attempt on Mr. Osborn's life was orchestrated by Silvio Manfredi, known publicly and by the NYPD as the crime boss Silvermane. Further speculation is that the hit was the brainchild of the mysterious Kingpin of Crime, whose identity has yet to be discovered. As of now, Shocker remains at large."_

Wilson Fisk expected as much from watching and listening to the news reports, and he didn't have to turn around once he heard Shocker's footsteps approaching. "You blew it, Shocker." he stated with marked annoyance.

"I blew it?! You blew it first, Kingpin," Shocker said as he stormed into Kingpin secret hideout on the Upper-East side of Manhattan. "You didn't think or even bother to warn me that Spider-Man would stick his webs in my business."

"You're a damn professional, Shocker. You should've seen Spider-Man's interference coming from the second you revealed yourself," Wilson argued. "Now because of you failure, Osborn's going to be on his guard."

Kingpin was right and wrong about Shocker; right that Shocker was a professional and damn good at his job, and wrong that he was a failure. In his mind, Kingpin owned for his efforts. He was owned a significant amount of cash to do the job. But quite frankly, Shocker was also very sick and tired of putting his ass on the line for Kingpin or Silvermane or any other crime boss in Manhattan and not getting his due. The time was right now that he started getting some answers.

"Why the hell do you want Osborn dead, anyway? What's he got on you?" he asked.

"That's none of you business."

"Hey, I took the shot at Osborn for half of what you owe me. So if you want me to take another shot at him, you'd better come clean with me and tell me what he's got on you." Shocker demanded.

Kingpin stared Shocker down, and Shocker didn't flinch one bit. They both gauged the other's strengths. Shocker's gauntlets were powerful enough to send Kingpin flying, or rolling across the room they occupied. Kingpin was physically strong enough to grab Shocker and crush every last bone in his body without breaking a sweat. Shocker was physically weaker than Kingpin, but Kingpin was in turn physically slower than Shocker. If they came to blows here and now, it would likely be a battle of attrition. Either way, Shocker didn't back up from Kingpin, who simply smirked at the professional criminal once he called his bluff.

"Since you asked so nicely, Osborn knows about my underworld activities. But he won't dare expose me without incriminating himself," Kingpin explained to Shocker. "So while he may or may not have something on me, I'm very sure that I have something on him."

Shocker folded his arms across his chest, appearing only mildly interested in what Kingpin was telling him. "So what exactly do you have on him?"

"You've heard of the Green Goblin, right?" Kingpin said.

With a nod, Shocker responded, "Yeah, what about him?"

"I have reason to believe that Norman Osborn hired the Green Goblin to kill me and Manfredi and Li. Osborn even provided him with the tools to see it through. Owl was at least smart enough, or paranoid enough to leave the city before the Goblin got to him as well." Kingpin explained further.

"Let me see if I can shake this concept down; you're convince that Osborn hired the Green Goblin to take you and the other bosses out, and then he could take over as New York and only crime lord. That about right?" Shocker deduced.

"In the most basic of terms, that'd be accurate. But as I said before, Osborn is now going to be on his guard, so taking another shot at him wouldn't be all too prudent," Kingpin stated to Shocker. "So for now until I say otherwise, we'll leave him be."

"Fine, but when I eventually do take him out, just remember that you owe me for the hit. Even if one dollar is missing from what I'm owed, you're going to be next on my hit list." Shocker coldly and brutally clarified before storming off and leaving Kingpin with much to think about.

* * *

As the afternoon fell on Empire State University and the warm air slowly adopted a slightly cooler and more comfortable feel, Peter and Gwen spent the better part of the day stroll the grounds. For a long time since they met up at Starbucks, away from Liz's teasing, not a word was shared between them. There really wasn't much to say at all; most of the time was spent with Peter and Gwen exchanging giddy, nervous smiles and quiet chuckling. Gwen was especially giddy and she showed by trying to hide it. Peter was always able to pinpoint it in ways that just made it harder for Gwen to hide it. After another five to ten minutes of silent amusement between the two of them, Peter finally decided to speak. No doubt Gwen was willing to listen.

"What's so funny?" he asked.

Gwen shook her head with a smile before she replied, "I was just reflecting; the first day we met, remember? It was about two years ago and we were still in Midtown High. I was dating Flash and you, well…"

"I know, I know, I was that shy, awkward bunching bag for Flash and his kliq," Peter recalled those earlier days like they were only yesterday. "But you were there to talk Flash down. You did kind of take pity on my worthless hide."

"I think I did more than take pity on you. I'll admit; I took a liking to you without even knowing it or saying anything. But then you changed in so many ways; you dropped the glasses, you stood up to Flash and move into that apartment with Harry…" Gwen stalled on her words, not sure of what else to say. "And all of that came after… I'm sorry, Peter. I understand if you don't want to talk about your Uncle Ben."

"It's okay, Gwen. It does kind of get easier to talk about it. It has been two years since then." Peter stated, though the memory of that night was still deep in his mind. Having Gwen around made it easier.

Gwen smiled at Peter's resolve before said, "That's good to hear. Speaking of which, there was a little something I wanted to discuss with you. Figured, I might as well get it out before the sun goes down."

"By all means…" Peter invited Gwen.

Gwen was certainly relieved that Peter was willing to listen to what she had to tell him. When she received the message from last week, she wasn't sure how he would actually respond. In fact, Gwen hadn't told anyone about it outside of Mary Jane. She couldn't exactly tell Liz, who was notorious for being a proverbial blabbermouth. At least Mary Jane was capable of keeping a secret. Gwen still wasn't sure how Peter would exactly react. Would he be as jovial, good-natured and understanding as he'd always been with her. Or would he be upset and confused, even angry with her? It happened once before. Gwen decided to take that chance.

"Well, I got a webcast video from my mom in London asking me to come live with her and to study at Oxford. I was kind reluctant to say anything other than I'd think about it. I wanted to talk it over with you."

Peter was at loss for words when Gwen explained what she had to explain to him. "Wow!"

Gwen looked at Peter's stunned and silent face. "_**Wow?!**_ That's all you can say? Just _**wow**_?"

"I'm sorry, Gwen; I'm just surprised that you bringing this up to me now. It's shocking, really," Peter said while he also thought, _God, did I just say that?_ Then he asked Gwen, "Are you thinking about actually going to London?"

Gwen had a conflicted look on her face that Peter read as easily as book he'd read and she replied, "I don't know; I'm turn to be honest. On the one hand, going to Oxford is a huge opportunity for me. But on the other hand, it means I'd have to leave behind everything and everyone I love here in New York."

"Yeah, that's kind of a tough pill to swallow." Peter agreed.

"Yeah, and that's why I wanted to talk to you about it now," Gwen explained to Peter. "See, if I do actually decide to take this chance, it's a one way trip. I'd be a little more hopeful if you came with me."

As if Peter wasn't taken aback enough by Gwen's announcement of possibly moving to London, now she was asking him to go with her. Peter couldn't remember being anymore conflicted than now, even after all the super villains he'd battle over the years. He wasn't sure what to say to Gwen; leave with her to London or stay in New York. He could go with Gwen, but that would mean he'd have risked the city's safety if Spider-Man wasn't around. Conversely, staying in New York meant Peter would lose the one person he'd ever truly loved since Uncle Ben died. So yes; Peter was wrestling with the incessant conflict of not having it both ways. Either he'd stay with Gwen or he'd lose her. Peter wasn't sure what to do.

Peter spent the longest time in his life in a mere couple of moments of looking into Gwen's eyes. They were the very same eyes he'd fallen so hard for from day; bright and beautiful and full of life. They were with him after the loss of Uncle Ben and beyond that. Peter really couldn't imagine his life with Gwen being a part of it. But then there were his responsibilities as Spider-Man, the same responsibilities that he vowed never to abandon. Gwen didn't know that Peter Parker was Spider-Man, and she blamed Spider-Man for her own father's death. If she ever found out, what then? Peter was conflicted beyond words.

"Peter," Gwen said and brought Peter out of his trance. "I need an answer. If I ever decide to leave, would you come with me?"

Peter was still speechless, stammering on whatever response he tried to muster. "I… don't have an answer."

Gwen seemed to see through Peter as if she had x-ray vision. "It's about Spider-Man, isn't it," she asked, and when Peter failed to reply, Gwen continued, "Peter, you and I both know that you can't rely on getting photos of Spider-Man, and I know you want to be stuck doing the Bugle job forever."

"Yeah, but…"

"Let me finish. You know I've never forgiven Spider-Man for his role in my dad's death, and getting as far away from that memory is one of the reasons I considering moving to London at all. But I also feel like my life would be empty without you in it," Gwen explained to Peter and cupped her hand to his left cheek. "So I need to know if you're willing to come with me."

Peter still hadn't the slightest idea of how to respond to Gwen. He told her, "I'm sorry, Gwen. I'm torn; I just don't have an answer for you. I need time to think about this. I mean, **really**, think about it."

Gwen expected as much from Peter's response. She sighed to him, "I don't want to go without you, Peter. But I will if I have to, so don't take too long thinking it."

Gwen leaned forward and gave Peter a light kiss on the lips, maybe as incentive for him to give it all some serious thought. Then Gwen started on her way out the ESU campus, leaving Peter alone to collect his thoughts and process the calamity in his mind. Again, he was conflict and confused as to what to do next. Go with Gwen to London or stay in New York and lose her possibly forever? Peter also had this vague feeling in the pit of his stomach that Gwen, on a subconscious level, knew his biggest secret. Peter was starting to consider telling Gwen that he was also the same man she blamed for her father's death.

The conflict there was this; if Peter told Gwen that he was Spider-Man, that knowledge would've put her in harm's way. So far, only Eddie Brock knew that Peter was Spider-Man. And Eddie was locked up in Riker's Island. Peter could've hung up the costume to go to London with Gwen, but that would leave New York defenseless if Spider-Man was gone. Granted, there were other heroes in the world like the Avengers and the Fantastic Four to take up the reins, but they traveled the world and once in a while, even into space.

Spider-Man didn't exactly have the luxury of traveling across space and time unless he was dealing with Madame Web or Doctor Strange. But he never would've wanted it; he was New York's resident superhero and that was how it should've been. The news of Gwen possibly leaving for London left Peter in a state of confusion. He didn't want to lose Gwen, but he didn't want to abandon his responsibilities either. And that meant that sooner or later, Peter would have to make a decision. It was just a matter of making the right one.

* * *

Author's Note: I was expecting to get this chapter done sooner but lo and behold; distractions. Anyway, the primary focus of this chapter is the all important interaction between Peter and Gwen Stacy, with a semi-humorous cameo from Liz Allen. She even makes a certain suggestive gesture.

Kingpin and Shocker are apparently in cahoots (Who still uses that word?) regarding Norman Osborn and the Green Goblin, which clarifies that they don't know that Osborn actually is the Goblin.

Peter and Gwen's relationship seems rather troubled by Gwen's distrust of Spider-Man, not knowing that Peter is Spider-Man. This is coupled by the possibility that she could be leaving for London. Poor Peter is conflicted as to whether he should go with Gwen, or stay in New York. What's a Spider-Man to do?

That said, be sure to review while I work out the next chapter. Catch you later.

**IN MEMORY OF  
BOB HOSKINS  
1942-2014  
**


	6. Chapter VI

Disclaimer: So, I just got back after seeing _The Amazing Spider-Man 2_ and in all honesty, I thought it was pretty good in the end. Probably, not as good as Sam Ramie's _Spider-Man 2_ with Doctor Octopus as the main villain, but I will say that Dane DeHaan was delightfully creepy as Harry Osborn.

Anyway, here's another chapter that is mostly filler for now but necessary to advance the story.

Of course, Spider-Man is the property of Marvel.

* * *

Chapter VI

Harry was nervous after what happened to his dad at the OsCorp conference yesterday. Since the attempt on Norman's life by Shocker, he'd been tight-lipped and reclusive just like he'd been in the months prior. Harry hadn't the slightest idea why he was even bothering to meet his dad at all. They weren't exactly close in the sense that Norman preferred Peter Parker over his own offspring, and Harry was usually an afterthought. But he was still Harry's father, like it or not for both parties and Harry was still devoted to him. Even that was never enough for someone with the ego of Norman Osborn, but it didn't stop Harry from trying.

Coming into the living area where Norman kept all of his creepy masks, Harry wasn't surprised to see the room was mostly devoid of life. That wasn't entirely accurate; Hendry, the family butler, busied himself with his daily duties of maintaining the cleanest living space possible. He always did so with fervor and devotion and he'd been doing so for years. Since Harry was a still just a young child, actually. Hendry was 63 years old, about 20 years older than Norman and older still than Harry. Yet, he appeared in prime condition. Hell, Hendry still had all his hair. It was graying but he still had it. The lack of noticeable wrinkles betrayed his advanced age. That, and Hendry operated as if he were still in his 30's. Harry sometimes thought that Hendry was immortal, but that would've been a stretch.

It wasn't until Hendry turned to see Harry that he stopped doing his duties. "Harry, how are you?"

"I've been better, Hendry," Harry said with honesty. "Is my father here?"

"Yes, he is. He's in his office right now but he's asked not to be disturbed, even if it's…" Hendry trailed off since he knew what Harry's response would be.

"By me? Yeah, I figured as much. Thank you, Hendry." Harry said before he headed for his father's office despite Hendry's warning.

Harry began the short but slow climb up the spiral steps to the upper balcony where Norman's office was located, perhaps to try to at the very least check to see if his dad was okay. Norman was obviously okay; a sudden attack from a dangerous super criminal like Shocker hardly fazed him. This was Norman f'ing Osborn for God's sake, Titan of Industry. Harry knew that better than anyone from experience alone since for Norman, his career came first and Harry came last. Sometimes Harry wonder how in the hell he was Norman's Osborn offspring and he was certain Norman wondered the same about being Harry's father.

At the top of stairs and on the balcony, Harry walked down the hall toward the numerous doors. He knew already which down he was looking for and stopped right in front of it. Rather than open the door and enter the room, Harry pressed his ear to the door and listened as closely as it would be possible. He could vague hear the sounds of arguing and cursing behind the door and it seemed mostly one-sided. That meant Norman was on the phone with somebody about something that had gone wrong. Given the incident at OsCorp, Norman was likely giving the riot act to Donald Menken and trying to determine how Shocker got passed the security Menken provided.

Harry knew he was wrong though once he heard a familiar name; Fisk. Again, Harry wasn't surprised. He knew how much his dad despised Wilson Fisk, but not enough about their business dealings to suspect that Fisk had something to do with Shocker's attack. Then the words stopped coming, and then Harry heard a loud crash from inside. His first instinct was to burst into the office with figurative guns blazing, but that would've upset Norman more than he already was. Another crash quashed any hesitations Harry had and he prepared to enter. His dad could reprimand him later in case the door was broken but a second later, the door opened on its own and Norman appeared complete with an angry scowl.

"Harry, what the hell are doing here?" he bellowed.

"I just came to see if you were doing alright, Dad." Harry replied as Norman slammed the door behind him.

"Don't pretend like you give a damn; it doesn't suit you," Norman snapped at Harry while he pushed passed him. "I'm expecting Dr. Hamilton later, the same psychologist that I wasted money on for you. If you've got any sense in that thick skull of you, you'll be gone."

Harry followed Norman, struggling to keep pace with him. "That's a hell of a way to treat your son, but did I expect," he said and when Norman didn't reply, Harry continued. "That was Fisk on the phone, wasn't it? He sent Shocker to kill you, didn't he?"

"That's none of you concern, Harry." Norman argued without turning to face his son.

"Bullshit! When my father's life is threatened, it becomes my concern. And don't assume that I don't give a damn." Harry snapped.

Norman spun around to face his son and he said, "I'm not assuming anything. I'm stating a cold, hard fact of life; that you're just like every other person in this God-forsaken city that wants me dead and buried. Fisk is just putting more effort into it."

While Norman turned away, Harry replied, "I don't want you dead; you're still my father even if it still infuriates you."

"I know," Norman shouted without turning around. "Believe me; I know."

* * *

The Bloomingdales Department store in Gramercy wasn't the sort of spot Gwen went to in order to buy new clothes, and she usually chalked it up to being Liz's idea. As attractive as she was, Gwen, according to Liz, should've strived to look as good as Heidi Klum. But Gwen wasn't into the supermodel idea and besides that, Peter always thought that Gwen looked perfect the way she was. Gwen smiled at the thought of Peter thinking about her so much even after the death of her father. At the same time, Gwen worried that Peter may not have been capable of making that all-important decision on what they discussed. And that bothered her.

It was supposed to be a simple, easy, yes or no answer; would Peter leave with Gwen to fly to London? It was so simple as to be almost hilarious. But Peter seemed frozen by the mere concept, and his indecision irked Gwen. At the very least, Gwen understood that Peter felt he needed to live up to the memory of his Uncle Ben and be a more responsible man and that he had school and work at the Bugle. He didn't necessarily need to worry about Aunt May; she was doing quite well given all that had happened over the last two years. So in that respect, flying to London with her would've been a no-brainer. Again, Peter's indecision irked Gwen.

It bothered Gwen so much in fact that she didn't see the redheaded woman with the green eyes and beaming smile sneaking up behind. "Well, well. This is a surprise; Gwen Stacy at a Bloomingdales in uptown Gramercy. Not a place I'd associate you with. I like it."

Gwen had to force a smile when she greeted Mary Jane, AKA, her number 1 frenemy vying for Peter's affections. "Funny, MJ. It's about the same sort of spot you could be found in. That and maybe a catwalk."

"So cruel, so very, very cruel of you to say, babe," Mary Jane said while sauntering around to face her. "Where's your boyfriend? Is he off trying to catch of his elusive pics of Spider-Man?"

"Where else would he be?" Gwen asked rhetorically, and Mary Jane didn't need to reply to it.

"Okay seriously, Gwen, did you break the big new to him yet about you flying out overseas to London?" Mary Jane asked, while Gwen simply turned away from her to focus on the clothing rack.

Gwen simply replied, "Yep."

MJ was getting antsy and wanted more information, even playing hopping around Gwen like a rabbit. "Well, how'd he take the news? Was he super happy, flabbergasted? C'mon, spill the beans, Miss Stacy!"

Gwen reached into the rack and pulled a bright yellow jacket out. As she studied it closely, she said to MJ, "Peter was… totally speechless."

"Seriously?" MJ sounded disappointed.

"That's not the half of it," Gwen continued. "I told him that I wanted him to come with me and I swear to God, he just stood there completely at a loss for words. It was like someone came up and smashed his camera right in front of him."

"Wow, that's heavy," MJ chuckled. "So when do you think you'll be leaving?"

"Next week most likely. I'm hopeful that Peter can actually make a decision by then. But if he doesn't, I'm going without him." Gwen clarified.

Mary Jane seemed to understand where Gwen was coming from with regards to Peter's indecisiveness, even as she followed Gwen to the Woman's dressing room across the floor. While Gwen disappeared inside the dressing room, Mary Jane leaned against the wall and contemplated the first meeting she had with Peter. She never forgot the look of pure disbelief on his face when Peter first saw, or the statement she made that he'd hit the jackpot. The moment brought a huge smile to MJ's face, knowing she'd rocked Peter's world right then and there. It was also the first time she'd called him_ Tiger_. It was just too bad that after their first date, they never full hit it off. Peter wanted Gwen, and MJ willfully stepped back. It didn't stop her from teasing him or Gwen.

Hence, Mary Jane's little rivalry with Gwen for Peter's affections. While Gwen was busy in the dressing room, Mary Jane said out loud, "To be perfectly honest, I can't blame Peter for the position you put him in."

"I didn't put him in any position," Gwen said from behind the certain of her dressing room. "It's just a simple decision; come with me or stay in New York. It couldn't be any easier than that."

"Some guys have trouble with commitment, honey," Mary Jane replied and checked her fingernails. "Of course if it goes downhill for you two, I'd be more than happy to take Peter off your hands."

After a few minutes of silence, Gwen poked her face out through the certain and leered at Mary Jane. She snarled, "Don't even think about it."

Mary Jane simply cracked a sly smile and replied, "Too late!" Then she playfully skipped away.

But Gwen was determined to get the last word against her ever cheerful rival. "You know Mary Jane, not everyone can live in the same perfect little world as you."

Mary Jane spun around, walked backwards with her arms out and replied to Gwen, "Then everyone's doing it wrong, babe. Give Tiger my best; I'm sure I'll see him soon."

Then MJ spun back around and sauntered, while Gwen muttered, "Bitch!"

Mary Jane didn't hear Gwen's remark of her and simply kept on walking with a sly grin on her face. But it wasn't until she reached the front end of the store that she stopped short of the large spinning doors, and her smile suddenly faded away. She looked around to be sure that nobody was looking in her direction, not she'd secretly stolen anything from the store itself. She wasn't a shoplifter anyway, but Mary Jane did have something more personal to hide. Pulling up the end of the sleeve that was part of the denim jacket she wore, Mary Jane closely examined a relatively small scar on her right arm. That scar was really only a grim reminder of deeper scars that weren't visible anywhere else on her person.

While Gwen assumed Mary Jane led a seemingly perfect life, Gwen didn't know about Mary Jane's childhood. Peter and Harry didn't know. Nobody knew because Mary Jane didn't want them to know about her own childhood and how messed up it was then. Just thinking about it made Mary Jane sick to her stomach, all the anguish she'd been put through. It drove her and it haunted her all the same. That was why Mary Jane always put on that beaming, infectious smile and that party-girl mentality that her closest friends had grown so accustomed to. But if they ever found out about her childhood, Mary Jane doubted she would ever be able to live it down.

Electing to give her trouble past no further thought, Mary Jane started on her way down the busy streets of Gramercy. As perpetually packed on the street was at this time of day, Mary Jane was able to move at a relatively brisk pace. The day itself was relatively cloudy but warm, but Mary Jane still kept her jacket on out of necessity. As she walked along, she suddenly had this odd feeling of being followed. She glanced back briefly but saw no sign of pursuit by anyone out of the ordinary. Still, she kept pace while a few feet behind her, and pair of men in slightly disheveled clothes maintained a reasonable distance from her.

Mary Jane glanced back a second time and this time she caught a brief glimpsed of the two men following him. Deducing that they were likely a pair of desperate purse snatchers looking for a quick buck, Mary Jane picked up the pace without appearing to be in a hurry. It seemed to work as no one around her appeared to notice, but the two stalkers picked up the pace themselves. Growing nervous, Mary Jane kept walking at the pace she'd set until she reached and round the next corner. The sidewalk wasn't as crowded, allowing her to move a little bit quicker. She glanced over her should and spotted one of the stalkers still following her, but the other one was missing.

Staying as calm as she could be amid the crowds, Mary Jane continued on at a steady pace while her stalker did the same. Eventually coming up to an alley ahead of her, Mary Jane quickly ducked in and that was the moment that she began to job toward the other end of the alley. The stalker followed her in, forcing her to move faster. Then she stopped in her track; the other man was waiting at the other end for her. They closed on her slowly, trapping her between them. Mary Jane's back was against the wall, literally, as the two thugs approached her. If she at all nervous, she didn't show. But she was shaking in her shoes right now.

Then she tried to play it off and appear calm and cool. She told the thugs, "Okay, boys. I know where you're going with this; you're going to threaten me and demand that I hand over my stuff, right?"

The thugs looked at each other and one replied, "Nah, girl. We can tell you ain't got a cent on you."

"Besides, I've got other thing in mind for you, sweetheart." The other thug added, and MJ didn't like the sound of that at all.

They came closer to MJ until one was almost on top of her and took a strand of her in his filthy hand. Mary Jane covertly reached into her bag, suddenly pulled out a can of pepper spray and sprayed the hapless hooligan in the face with it. The other thug took a swift kick to the groin from MJ, who attempted to make a break for the alley's end. The first goon, despite being only temporarily blinded by MJ, grabbed her ankle and tripped her. Mary Jane fell to the ground, barely managing to get her hand out front to break her fall. The thugs pulled her up and MJ drove her elbow into the face of them. She swung her bag at the other and tried to run again, but they stopped her and pinned her against the wall face first.

Before they could do anything more to Mary Jane, something suddenly yanked one of them up into the air above. Mary Jane and her other attacker looked up and found Spider-Man above them, and Spider-Man dropped the first thug to the ground. Spider-Man dropped down to confront the second thug, who brought out a knife with jagged teeth. The first thug got up behind Spider-Man and brought out a gun and aimed it. Spider-Man back-flipped over the thug, yanked the gun out of his hand with a web line and then took him down with a head scissors move. After that, Spider-Man dropped to the ground on one knee, pulled the knife from the other thug and clocked him in the face with a hard kick.

The first thug recovered and tried to attack Spider-Man from behind, but Spider-Man knew it was coming and leaped up over him. From behind, Spider-Man grabbed the goon and threw against the wall where he webbed him upside down. Then he crouched down to meet the goon's face.

"Now, you goofballs should know better than to pick on defenseless young women like that. You never know when she might have friends in high places," Spider-Man joked. Then he added, "See what I did there; high places, get it?"

"C'mon, man. Let me down. The blood's rushing to my head; I'll pass out." the thug begged, and Spider-Man webbed up his mouth for good measure but left his nose uncovered.

Spider-Man rose to his feet, crossing his arms. "Huh, I thought I had comedy gold right there." he said moments before he backhanded the other thug in the jaw and knocked him out.

Mary Jane was slow to rise up from the ground and her eyes were as wide as an open plain in Africa. Spider-Man had actually come to her rescue; hers of all people. She'd seen him in action so many times on TV or on the big screen in Times Square, marveled at his constant heroics and stood in awe whenever he swung by. And he was standing right in front of her in all his sensational glory. Then Spider-Man turned toward her, and Mary Jane had an awkward feeling in the pit of her stomach like she was on the verge of an orgasm. Spider-Man snapped out a quick line down on the thug he'd just knocked out to make sure he didn't get back out.

"You okay?" he asked MJ.

Mary Jane was swooning over the web-slinger like a school girl over a star quarterback on the Midtown High football team. "Yeah; thanks for the help," she said. "That was amazing, by the way."

"It's what I do best; all part of the job. I don't get paid for it but hey, action's the real reward here." Spider-Man said with a shrug and was prepared to leave when MJ stopped him.

"Wait, don't go," she said. "I'm sorry, but I just have to savor this. I didn't think I'd actually meet you in person. Those photos for Bugle; they don't do you justice."

"I bet you say that to all the web-slinger's out there, Ms. Watson." Spider-Man exclaimed, and then bit his tongue when he dropped MJ's last name.

Mary Jane caught it long before Spider-Man could retract it. "You know me? Did Parker mention me?"

Spider-Man, knowing MJ was taking about Peter, about _him_, played it off by saying, "Peter Parker; the guy that sells photos of me to the old Flattop at the Bugle? He – might've made a passing reference to you. Mary Jane Watson, right? I wasn't paying attention, but we're not that tight… not exactly."

"Well, screw Jameson at the Bugle. As far as I'm concerned, you're a hero." MJ said, and Spider-Man smiled under his mask.

Then he noticed the scar on her arm and said with concern, "That's a nasty cut you've got there," Mary Jane saw that her scar was exposed and quickly covered it, while Spider-Man was quick to apologize. "I'm sorry, didn't mean to pry."

"It's nothing; not from these nimrods. It's just an old scar from a long time ago; nothing serious." MJ claimed, while she was desperately trying to avoid talking about the origins of the mark.

Spider-Man decided to roll with it, but behind the mask, Peter was stunned. This was the first time MJ had kept something from him, but he wasn't going to pry further. Instead, he declared, "Well, I better get swinging. This town's not going to save itself. It was nice meeting you, Ms. Watson."

As he was about to leave, she said, "Mary Jane. My friends call me Mary Jane, or MJ for short."

Spider-Man replied, "It was nice meeting you – MJ." Then he leapt into the air, shot a web line and a second, he was long gone.

Mary Jane jogged to the alley's end and caught sight of Spider-Man swinging away along with several other bystanders, many of them in awe of the hero. Under her breath, Mary Jane whispered, "Amazing!"

* * *

Author's note: Like I said, a mostly filler chapter to advance the story overall.

I made mention of a Dr. Hamilton, as in Barton "Bart" Hamilton and not Emil Hamilton. Bart Hamilton was Harry's psychologist in the comics who later became the third Green Goblin. Hamilton is set to appear in the story.

Also, this chapter featured a lot of interactions between all of the main characters: Norman/Harry, Gwen/Mary Jane and Spidey/Mary Jane. Plus, there was a small hint at MJ's troubled past.

All in all, nothing too world-shaking although it's still quiet early in the story. So drop a review while I work on the next chapter. See you soon.


	7. Chapter VII

Disclaimer: Seriously? Still no reviews? I don't plan on deleting anytime soon. I'm in this for the long haul, so do make me come looking for you.

No ownership here.

* * *

Chapter VII

Riker's Island Maximum Security Prison was home to some New York's worst criminals, many of whom were put there by Spider-Man. Everyone from common crooks and car thieves, to the various super criminals Spider-Man had battled over the years were brought to Riker's Island to live out their lives behind bars. Those bars weren't for every villain that crossed paths with Spider-Man. There was also the Vault, a super max wing deep within Riker's that housed some of the strongest and most cunning and brutal super criminals. Super villains like Morris Bench, AKA Hydro-Man, Aleksei Sytsevich, AKA Rhino and even Otto Octavius, AKA Doctor Octopus were placed in the Vault and kept in there using the most up-to-date, cutting edge tech to prevent escape. They were usually kept in solitary confinement, only interacting with any guards unlucky enough to have to bring them their three meals a day.

On the upper floor of Riker's, most of the prisoners were free to go about the business as they so pleased – as long as they didn't try to escape. Some formed groups while others remained solitary. There were some though, like Adrian Toomes, AKA the Vulture, who spent their time plotting their escape. His ultimate goal once he'd escaped; revenge against both Norman Osborn and Spider-Man. After all, what was there to do in Riker's Island other than plot a daring escape?

Adrian Toomes was in the process of engineering his escape under the guise of a simple, seeming innocent run during shop class. Using the limited items at his disposal, mainly a box full of scrap and a shear bolt, Toomes secretly constructed a small, unassuming device that could open his cell and allow him to escape. Then, he'd have to retrieve his electromagnetic flight harness which was confiscated by the guards upon his incarceration. As he was putting the finishing touches on his device, an inmate Toomes only knew as Lefty Donovan attempted to sneak up on him. Unscrupulous and rude with an unkempt beard, Lefty had nothing against Toomes except for the fact that Toomes was smarter than him.

"Don't waste your time, Lefty." Toomes said.

Lefty cursed under his breath at being discovered again for what had to be the fifth time that week. "Crap, how do you always know it me, Toomes?"

"I might be an old man but I'm not senile, nor am I stupid. This old dog can still learn some new tricks." Toomes said as Lefty sat down next to him.

"Right, I guess it's no wonder why Silvermane took a likely to you." Lefty said.

Toomes knew that Lefty worked for Silvio Manfredi, but he himself was no friend of that old codger. "Yet here I am, rotting away in prison while he rots away on his deathbed. Who gets the win in that exchange?"

Lefty shrugged the rhetorical question and looked at his old cellmate's invention. Obviously, Toomes was much smarter than Lefty and that was by leaps and bounds. Lefty didn't know the first thing about the sort of tech the Toomes used to design back when he was just an aeronautical engineer working for OsCorp a couple of years ago. He did know the Toomes became the Vulture after his designs were stolen from him, allegedly by Norman Osborn, and that Toomes had carried a grudge ever since. Toomes had insisted that he'd have put Osborn down if Spider-Man hadn't gotten involved in his business. Lefty grew a bit more curious about Toomes' invention and unknowingly drew himself a little too close to Toomes' personal space.

Toomes stopped what he was doing and without glancing at Lefty, he said, "You're in my light, Donovan."

"Jesus, Toomes! You don't have to be so paranoid about everything," Lefty said, to which Toomes didn't reply. "What the hell is this thing you're making anyway?"

Toomes stopped, picked up the unassuming device and held it in front of him. Without looking at Lefty again, he claimed, "This - thing here - is my ticket out of Riker's. Once I've retrieved my harness, I'll be long gone and I'll be sinking my talons into Norman Osborn's spine. And then I'll rip it out."

"Damn, you really hate Osborn, don't you?" Lefty said.

Before Toomes could reply, a loud and heavy buzzer sounded throughout the shop room and a few Riker's Island guards entered. One of them, a tall angry man, stepped forward and he bellowed, "Alright, you lowlife scumbags. Get your asses to the mess hall for your second meal of the deal. Not that any of you deserve it."

It didn't take too long for most of the inmates to do as they were told to do, Lefty Donovan included among them. But Toomes was still at his table dabbling with his device, and he was just putting the finishing touches on it. Lefty came back to nudge Toomes into moving but the old man pushed him away. One of the guards approached and forcefully pushed Lefty toward the exit. Then that same guard approached Toomes. Instinctively, Toomes stuffed the still slightly unfinished device into a pocket on his orange jumpsuit, along with a single tool and then he rose up from his seat. The head guard leered at Toomes with coldness in his beady eyes. Toomes stopped and leered back, and the guard motioned him along.

A third guard was present but something was off about him, not that any of the other guards noticed anything amiss. Toomes knew from the beginning that this particular guard wasn't a guard. The guard gave Toomes gave a miniscule nod Toomes which returned in kind. He then whispered something in Russian before Toomes went on his way. The day was going without a hitch thus far. All Toomes had to do was wait until nightfall to finish his device. Then if all went well from there, Toomes could just waltz into the confiscated goods room, retrieve his harness and be airborne. It paid to have some inside help sometimes, especially if that help came from a master of disguise like Dmitri Smerdyakov.

* * *

Peter had a lot to think about while he was overlooking Manhattan from one the stone gargoyles of the Chrysler Building, not the least of which was Gwen. Given his historically laughable grasp of ultimatums, and he'd dealt with a lot of them, it was easy to recognize that he was conflicted about it. This was why Peter kept vigil over the city where he was at the moment all in full costume except for his mask. It allowed him to clear his head while maintaining a watchful eye and ear on things in the city. And he got fantastic reception on his iPhone. That most definitely worked to Peter's advantage when he pulled it out and hit the speed dial on it, and for the sake of it, he set it to speaker so he could hear better.

After a couple of rings on the other end of the call, a female voice answered, _"Hello, May Parker speaking…"_

"Hey, Aunt May. How're you doing?" Peter answered.

"_Hi honey. I'm doing alright; keeping busy nowadays,"_ Aunt May replied from the other line. _"What about you; you staying out of trouble?"_

Peter smiled a bit at the question. "More or less…" he said.

"_Something's got you bugged, Peter. What's wrong; you can tell me."_

Peter wasn't surprised that Aunt May was asking; she always seemed to have this little sixth sense about things. "It's Gwen, Aunt May. She told me that there's a chance she might leave for London to study at Oxford. She wants me to go with her."

"_I'm getting the sense that you're conflicted about it. I don't know why though," _Aunt May replied. _"You and Gwen have been dating for the past two years, so it'd make sense that you both go to London."_

"You're right; it would make sense. And you're right that I am kind of torn right now. I grew up in Queens with you and Uncle Ben raising me like I was your own son. This city is my home and when Uncle Ben died, I promised that I wouldn't abandon my responsibilities. School and work and you, Harry and MJ," Peter listed while Aunt May listened intently over the phone. He added, "I don't want to let him down, but I don't want to lose Gwen. I don't know what to do."

There was a silence between the line for a long moment, which meant to Peter that Aunt May was contemplating what to tell her nephew. Eventually, Aunt May replied, _"I can't act as your moral compass on this kind of thing, Peter. That was Ben's department."_

"When have you ever not been my moral compass?"

"_Fair enough, but I think if Ben were still with us, he'd tell you that sometimes, a man has to follow what he knows in his heart is right," _Aunt May explained, while Peter considered her words. _"Honestly Peter, this is really a decision that only you can make."_

"I guess," Peter replied right at the moment that he caught the familiar sound of a blaring alarm from down below. "Look, I've got to go, Aunt May. I talk to you later. Bye!"

As soon as Peter finished his call, he quickly patched in to the latest police report through his phone and listened in. _"Any available units, report to a deadlock on West 19__th__ Street in the Flatiron District. At least ten hostiles accounted for and should be considered armed and dangerous. Repeat; deadlock on West 19__th__ in Flatiron District. Any available units please respond."_

"Well, Peter mused before putting on his mask. "It's back to work."

With a mighty bound off the gargoyle of the Chrysler Building, Spider-Man entered a freefalling swan dive all the way toward the lower standing buildings of the city. The second he was within reach of a building on his right side ahead of him, Spider-Man let a web line loose. The second the line was taut, Spider-Man was sent swinging across the skyline at breakneck speed. He streaked above the busy New York streets in full view of any passerby who'd stopped to catch a glimpse of him. At the peak of his sudden upward climb, Spider-Man fired another web line, swung down and up again in an arc and let the line. For added effect, and because it was fun, Spider-Man shot two lines from each hand and catapulted himself forward in a flash.

At this rate, he'd be at the Flatiron District in no time all.

* * *

Dr. Barton Hamilton took his career as a psychologist very seriously, especially when he was dealing with Norman Osborn. Both of them sat in main living area where Norman kept his mask collection. Dr. Hamilton would've preferred to handle the session in his office, but Norman refused. He'd cited a certain comfort in the presence of the collection of masks and some degree of control over the situation. Dr. Hamilton had to deal with it, which he did. It was time to get the session underway.

"So, Norman, how've you been doing lately?" the psychologist asked.

Norman glared at Dr. Hamilton, even balking at the question itself. "Really, doctor? I've been scrutinized by the public for alleged past dealings, been in reclusive for months and very nearly assassinated by a maniac in costume. How do you think I'm doing?"

"I don't mean to aggravate you in any way, Norman. I just want to see what I can do to help you, given the recent series of tribulations." Hamilton replied while he kept a reasonable tone in his voice.

"It's not your ignorance that aggravates me, Hamilton. It's everything else."

"Would you care to elaborate?"

"If it gets you out of my home more quickly," Norman snapped. With a slight flick of his nose and a dismissive glance, Norman explained, "Even since that fiasco with Spencer Smythe and his so-called Spider-Slayer robots, the public has seen fit to vilify. Jameson and his newspaper did so little to stem the tide of negative press on me and my company…"

When Norman began to trail off of his rant, Dr. Hamilton interjected, "I've done a bit of research on the Spider-Slayers. From what I've learned, Spencer Smythe died during one such incident and his son Alistair was left paraplegic. Alistair himself left the country soon after that."

"Good; the last thing I need is to deal with a cripple."

"That seems a little harsh, Norman."

"The Spider-Slayer program almost ruined me. I'd have been left with nothing thanks to Spencer Smythe," Norman snapped, gripping the edges of his chair's arms. "As for his son, well, he's as much a failure as my own."

Dr. Hamilton nodded ever so slightly knowing the subject of Harry would come around soon enough. "Our last session ended with talk about Harry. Maybe we can continue from where we left off…"

* * *

Chaos had erupted in the Flatiron District on West 19th Street. A deadlock of numerous vehicles was spread as far as a block. The NYPD was in the midst of a shootout with a small band of criminals. The criminals were using automatic firearms and other such ordnance, much of which was likely stolen. What was known so far was all based on their appearance. They were bizarre masks with one side color white and the other side black, appearing somewhat similar to the negative of a photograph. This feature, and their use of the stolen armaments against the police, suggested they worked a mysterious criminal known to the public as Mr. Negative. But that was all that was known; the identity of Mr. Negative was not known.

Near the chaotic scene and up West 19th, Whitney Chang had as clear a view as any on-site reporter could have without being in the thick of things. Yet, she and he crew were still dangerously close to it site – just the way Whitney liked it.

"It's an unbelievable scene on West 19th Street in the Flatiron District where the New York Police Department is involved in a heavy shootout against supposed members of a crime syndicate headed by the crime lord Mr. Negative," Whitney reported in spite of the heavy gunfire and small explosions. Then a lone grenade landed right in between her and the cameraman. "Oh crap! Duck and cover!"

While her crew ran for cover, Whitney had nowhere to go and fell backward. Before the grenade could blow, it was quickly snatched off the street by a web line and catapulted into the air. Sailing across the sky, it detonated above the deadlock and sent bits of fire and shrapnel every which way. The cops and the criminals ducked for cover to avoid being pelted by debris while at the same time, Whitney and her team recovered. After a few minutes of silence, the shootout erupted again with the criminals taking the advantage. Then Whitney looked up at a sudden red and blue streak jolting across the sky above the street and into the thick of the shootout.

* * *

"Are we finished with this little cross-examination, Hamilton?" Norman impatiently asked after he'd spoken of his disappointment in Harry to Dr. Hamilton.

"Almost, Norman. We've covered your apparent disdain for your son Harry, citing the death of your wife at childbirth followed by Harry being sent abroad to boarding school," Dr. Hamilton stated while remaining calm. "Now I'd like to bring up the past rumors of illegal dealings between OsCorp and the various supposed crime lords of the underworld."

"I've been approached by the NYPD and the FBI and the CIA and even by SHIELD about the likes of Kingpin, Silvermane, Owl and Mr. Negative. I've answered their incessant questions over and over until my gums began to bleed. Hell, I've even been accused of selling chemical weapons to Victor Von Doom," Norman ranted in a highly irate tone. "But herein lays a collective dilemma shared by all the naysayers."

"Which is…?"

Norman leaned forward so he was staring directly at Dr. Hamilton, and he whispered, "They have nothing on me."

* * *

The first three criminals to face Spider-Man when he bounded toward them were quickly and effortlessly dispatched. The next two criminals drew their automatic rifles to bear on Spider-Man was he swung up and above them. From midair, Spider-Man cut loose with an onslaught of webbing. The webbing embedded the feet of the two hapless thugs while it also jammed the barrels of their guns. As they tried to get loose, Spider-Man landed before them and ran straight at them. He snagged one of the rifles from one of the thugs, spun it around his head and sent it crashing into the face of the same thug.

The other thug managed to get the webbing free of the barrel of his gun and opened fire on Spider-Man, who leaped up into the air. The thug kept the hero in his sights and fired on him, while Spider-Man literally twirled in midair to avoid the shots. It seemed like slow motion, with every bullet zipping passed Spider-Man without even coming close to him. That didn't stop the criminal from firing on Spider-Man – at least not until the magazine ran dry. The thug frantically tried to reload when Spider-Man landed right in front of him.

Desperately, the thug took a swing at Spider-Man with his rifle. Spider-Man listed to the side, snagged the gun with a line and sent it flying straight up. Then he crisscrossed the thug's arm with web before shutting him up with webbing to his mouth. The coup de grace came when the gun fell back down to Earth and hit the thug in the head, knocking him out. The last five criminals refocused their assault on Spider-Man right as he was airborne again. Spider-Man leapt from the wall of a brick building to a heavily, bullet-ridden vehicle to the street and finally in between the five criminals.

Being in between five heavily armed criminals in dual colored masks should've seemed like a death wish for anyone – even if they were Spider-Man. But the constant shooting and had drained the rifles of their bite. Spider-Man took advantage by tripping all five of them in one move with a low spinning kick to their feet. He then back flipped up and planted his feet into the chest of one thug. Two of the other criminals got back out and tried to surround Spider-Man, but the web slinger simply jumped and kicked them in their faces. The last two were pulled forward with web lines and sent faced first into each other.

Spider-Man landed amid the fallen thugs and quickly webbed them to the street so they wouldn't get back up any time soon. Then his spider-sense went off and a moment later, a burly looking thug appeared and approached Spider-Man. He wore the same duel-colored mask as his compatriots did, but he was also huge enough to blot out the Sun. He also carried a mini gun in one of his large hands. Those things were lightweight, so it amazed Spider-Man that this guy could carry it at all. He just loomed over Spider-Man like Godzilla loomed over a fallen building.

"You're big, but I've fought bigger."

* * *

Dr. Hamilton was starting to think he wasn't getting anywhere with Norman, so he decided on one final question before calling it a day. "Okay, there's one last thing I'd like to discuss before we conclude."

"I don't see the point of why you feel the need to pick my brain anymore, Hamilton. I've told everything I was willing to tell," Norman spat out. "I assume you can see yourself out; I have things to do."

"Norman, I just want to be able to understand you better than most do." Hamilton persisted, but Norman wasn't hearing it.

He rose up out of his seat like an erupting volcano. "I don't need you or Harry or anyone else trying to understand me or what I've done or what I will do. Now, get the hell out of my house."

Dr. Hamilton looked into Norman's eyes and saw something very different. There was an odd feeling of dread within Norman, like he was trying to hide something from Dr. Hamilton and everyone else, Harry included. Norman did a hell of a job masking his unspoken, unsung feeling behind the face of an arrogance and pompous industrialist. Dr. Hamilton felt the need to dig a little deeper into Norman's psyche but that would likely exasperate the situation further than was needed. So he played it by ear and honored Norman's demand, gathering his belongings and started onward toward the doors leading out of the living area. Norman glared at Dr. Hamilton's back and watched him disappear beyond the before he collapse back into his chair. Norman rubbed the bridge of nose in frustration and cursed under his breath. Then he heard that faint cackle.

* * *

Spider-Man played Keep Away with the brute while he was taking shot with his mini-gun, using every ounce of his agility to avoid being riddled with bullets. And there was also the added pressure of ensuring that none of the police, the news crews or any innocent bystanders were caught in the crossfire. Luckily, the brutal thug was dumber than he appeared, focusing solely on Spider-Man. Spider-Man bounded and leapt around and over the thug and in the process, made him expend the ammunition of his mini-gun. A monster firearm like that more ammo than most guns short of a stationary weapon and it was heavy, making Spider-Man's efforts to avoid being shot that much easier.

Within several minutes of hopping and skipping and jumping and bounding, the mini-gun finally ceased fire. The brute still had his finger on the trigger when Spider-Man landed in front of him. With a flick of his hand, Spider-Man invited the brute to him. The brute dropping the weapon and charged ala Rhino or Juggernaut – just as Spider-Man intended. Spider-Man shot the brute blind with a glob of webbing to the eyes and leaped over the brute as he charged and completely missed his target. Landing behind the still staggering goon, Spider-Man webbed his big legs and pulled hard on the line, dropping the brute to the street.

"Oh yeah, I got me a BIG ONE," he shouted in triumph. The brute ripped the webbing from his face, leering furiously at Spider-Man who was taunting him. "Come on, big fella. I'll give you this for free."

The brute growled and stomped the ground like a sumo wrestler before he bull-rushed Spider-Man. Spider-Man just stood where he was and waited for the oncoming freight train-like charge of his foe. Then at the last second, Spider-Man jumped and over the brute and landed behind him. The brute couldn't halt his moment in time before he crashed head first into the wall. That impact was more than enough to bring the brute down and lay him out on the street where Spider-Man webbed him in place.

"I'd have thought you'd see the coming, big guy. Even Rhino is smarter than that," Spider-Man said, and then he added, "Okay, maybe not."

With the area secure and the police approaching cautiously, Spider-Man leaped into the sky and swung away just as Whitney Chang rushed in to get a word with him. "Damn, he's fast. I'll get that interview yet."

* * *

Norman grabbed a shot glass from the table, poured bourbon liquor into the glass and took it down his throat. The bittersweet taste tingled on his tongue but quickly dissipated, as did the presence of Dr. Hamilton from his mind. His next instinct was to take another swig of the liquor, maybe even the entire bottle. The best and worst case scenario was that he'd collapse and not wake up onto the next day. More importantly, he muffled that wicked cackle in the back of his mind. Just to be on the safe side, Norman took another swig of liquor. When he was halfway to finishing his second glass, the cackling returned. Norman dropped the glass to the floor where it shattered on impact.

"Where are you? Show yourself." Norman demanded, but there was no answer. Norman breathed lightly before…

"_Are you still trying to forget what you are, Osborn?"_

"I told you before to leave me alone." Norman shouted, spinning in a circle in search of the bodiless voice.

"_And I told you that you __**are**__ alone. All you have is me and sooner or later, I'm going to get out. And when I do, we will reap a just revenge against everyone who's threatened us – including Spider-Man."_

And the voice cackled loudly, driving Norman to cover his ears to dull the sound. It wasn't doing him much good.

* * *

The klaxon at Riker's Island sounded, bringing the prison into high alert. The chief guard was up on the catwalk where he bellowed, "Lockdown the facility and make sure all inmates are in their cells."

"Sir," a lower tiered guard called from a level below. "Adrian Toomes is unaccounted for and his cellmate is down and out."

"Check the confiscated good locker. Do not let Toomes escape with the flight harness."

The lower tiered guard nodded and headed in the direction of the confiscated goods locker. Nobody noticed the sly smile on his face and nobody would've suspected that it was the Chameleon in disguise. He'd allowed Toomes to reach the locker and retrieve his flight harness after Toomes used his device to get out of his cell. It wasn't before he knocked out Lefty Donovan to keep him from trying to escape himself. Chameleon had a deal with Toomes to help escape. All that was left was to escape and collect his payment.

Upon reaching the exit, Chameleon headed for the shoreline where Toomes was getting his gear into a waiting escape boat. Entering the boat, Chameleon removed the mask he wore to reveal the pale white and featureless visage that was his trademark. He helped Toomes get his gear into the boat before Toomes started the engine, right when the sound of barking guard dogs came about. Hitting the gas, Chameleon set the boat speeding away across the water, and it was too late for the Riker guards to stop them.

Turning his face around briefly, Chameleon shouted in a Russian accent, "Do svidaniya, you American pigs!"

"Watch your mouth, Chameleon." Toomes said in defense of his birth country.

"Of course, Toomes," Chameleon replied with a sneer. "I will watch my words as long as I get paid."

"You will be, just as long as Osborn dies."

* * *

Author note: Good grief, I didn't think this chapter would be so long. I also didn't originally plan for Chameleon to appear but lo and behold, there he is helping Adrian Toomes. Vulture was always in my plans to appear. Lefty Donovan (second Hobgoblin) also appears. I also made mention of Hydro-Man, Rhino and Doc Ock.

The big highlight was shifting scenes featuring Spider-Man and Norman Osborn, both events happening simultaneously and Aunt May makes a voice cameo… I guess. I don't know.

Please, for the love of God, review.


	8. Chapter VIII

Disclaimer: So, I just very recently saw the premier of X-Men: Day Of Future Past. Suffice to say, it was a blast, astonishing and even a little emotional at times. And that post-credits scene… you know what? Maybe you should go see it if you haven't already.

As usual, I don't own the rights to Spider-Man or any supporting characters.

* * *

Chapter VIII

Ever since her father was killed in action almost a year ago that day, Gwen came by the cemetery every other weekend to pay her respects. She often brought a bouquet of neatly wrapped flowers to the burial site of the late Captain George Stacy. More often were those times she'd sit down on the grass in front of the grave with her legs folded Indian style and she fell quiet, reminiscing of the times her dad tied her shoes as a child or drove her to her first date. It made her tear up sometime. Other times, Gwen broke out a smile. She liked to remembered those happier days she shared with her dad before the day he sacrificed himself to save an innocent bystander from being crushed by fallen debris.

When Gwen learned of her father's death, she blamed Spider-Man. Not for causing it but failing to act in time. Gwen accepted that her father's death was due to Doctor Octopus, but she still felt the need to place the blame squarely on Spider-Man. To this day, Gwen still couldn't understand why before his death, her father seemed to vouch for Spider-Man as if they knew each other personally. Gwen often argued with him about that, but there seemed to be changing George's mind about Spider-Man. Or maybe Gwen was being unfairly judgmental about Spider-Man.

Whatever it was, one thing was clear; her father wasn't coming back. Gwen understood that and that was the reason she was strongly considering moving to London. She just wished that Peter would make up his mind and stop being so noncommittal. She didn't want to go without him but she didn't want to wait for him either. It was difficult for Gwen to determine if she was being unfair to Peter as well as Spider-Man. For all she knew, Peter probably _**was**_ Spider-Man. If that was the case, then she'd probably understand. Unfortunately, the idea that Peter Parker, as great a boyfriend as he was, was also a masked web slinging vigilante was tenement to complete and utter nonsense to Gwen.

Deciding she'd been sitting amongst the dead long enough, Gwen gathered herself and stood up straight just as her father did ever so often in his career. She whispered, "I miss you, Dad."

Then she started on her way down the stone path that led to and from the cemetery. Along the way down the path, Gwen caught brief glimpses of other people and various graves paying their respects to those they loved and lost in life. That was a notion to which she could wholeheartedly attest. She half-expected Peter and May Parker to be there as well, since this cemetery was also where Benjamin Parker was resting in peace. Maybe it was good that Peter wasn't there; otherwise, Gwen would've likely tried to pressure him more. That was something she couldn't bring herself to do since in retrospect, it wouldn't have been fair to Peter.

Continuing along the path to where she parked her car, Gwen caught sight of a particularly large man kneeling over a set of gravestones. Not large as in rotund or chubby or fat like Kenny Kong, but tall and muscular. Gwen couldn't see the man's face as he had his back to her, wearing a black leather coat and black boots. For some reason, Gwen approached the man and was inwardly hoping he wasn't a crazed streaker or some random psycho. Then he turned his head and face directly to her, and Gwen froze in place.

The man appeared to be in his mid to late 30's, grizzled and sported short black hair and a faint beard. At least a handful of scars and wrinkles lined his face, like he hadn't slept in days. Or years. Gwen's first instinct was to turn around slowly and walk away. The second was to bolt for her car, drive off and never return to the cemetery. But the man simply remained there, eyeing the young woman as though he was studying her, and Gwen took a brief glance at the gravestones he stood over. She couldn't make out the names but she noted the letters, C, A and S. The man stood up straight without taking his eyes off Gwen one time, and Gwen was finally compelled to speak.

"I'm sorry; I didn't mean to snoop. I was just leaving when I noticed…" she paused when the man turned his full form toward her, and Gwen noticed a pale skull on his black shirt. Instantly, she knew who the man was. "Oh, God. I'm so sorry. I'll go now."

As Gwen went to depart, the man said in a gruff voice, "It's Gwen Stacy, isn't it," Gwen stopped when she heard her name and looked back at the man in the black coat. "I knew your father, Captain Stacy; he was a good man, one of the few."

Gwen breathed a sigh of relief even knowing the identity of the man in the black coat. "Thanks; I'm guessing that you're Frank Castle. My dad never talked about you much."

The man neither confirmed nor did he deny his identity, instead stating, "I used to be him, but Frank Castle died with his family. It's probably for the best that your father never mentioned me."

Assuming that his point was made, Frank Castle began to take his leave and walked by Gwen as he went. Gwen looked at the three gravestones and then noted a forth one. It dawn on her that the forth with meant for Frank Castle himself, due to his name being engraved on the stone. She also was aware of the exploits of a vigilante waging a one-man war against organized crime, punishing killers and rapists, psychos and sadists. The Daily Bugle, the New York Times and other outlets called the vigilante the Punisher – and Gwen just met him in person. Gwen spun around to confront Castle as he was still walking away. What she was about to ask was likely against her own better judgment, but her personal curiosity won out.

"Before you go, I have to ask," she said, halting Castle in his tracks. "Why do you do what you do?"

Castle didn't turn to address the young woman directly but he replied, "Si vis pacem, para bellum."

Gwen was confused, but she understood the reply and deduced it to be Latin – essentially a dead language. "_If you want peace, prepare for war_. What does that have to do with anything?"

This time, Castle turned to face Gwen. "Sometimes, the law isn't enough to get the job done, and that prompts the pursuit of a more natural form of justice. I don't do what I do out of the need for vengeance, an emotion response, but to punish those who prey on the innocent. You and everyone else know my exploits, but keep reading the obituaries and you'll understand."

Gwen didn't venture to ask any more questions out of a need for her own preservation, and Castle took that as his moment to depart. He still had a lot of work to do. This left Gwen alone to collect every thought that welled inside her, even consider that she and Frank Castle had something in common – the loss of loved ones. There was that little part of her that wanted some form of vengeance for the death of her father, but like Castle – vengeance was an emotional response. And she didn't have the heart to pursue natural justice. Ironically, based on his exploits, Frank Castle had nothing more than a black heart.

* * *

Upon returning to the surprisingly quieter than usual Manhattan streets, Gwen drove her car down the road as if nothing happened or was even on her mind. But there was a lot more on her mind than she'd let on, especially since she was traveling down a street all too familiar to her. Eventually pulling to a stop at that particular area and leaving her car, Gwen approached the base of a building nearby and looked straight up toward the top of the building. She remembered watching the news that day one year ago when Spider-Man was fighting Doctor Octopus. It was also the same day that George Stacy, her father, gave his life to save a child.

Gwen knelt down at the point where that masonry came down right on top of her father just as he was shielding that young boy from harm. A tear dropped from her eyes and down her cheeks. It hurt knowing that this was the site of her father's death. Yet at the same time, Gwen was proud of her father for giving his life to save another. She still wished that Spider-Man had been there in time to save him. He didn't and that was why Gwen distrusted him. It didn't matter how many times Spider-Man saved so many others, for in Gwen's mind, he failed to save the one person that meant the most to her.

Unbeknownst to Gwen, Spider-Man was at the exact same site of Capt. Stacy's death. He was perched atop a roof looking at Gwen but staying well out of sight of her. For good reason; Gwen blamed Spider-Man for her dad's death. Spider-Man blamed himself for failing to act, never mind that he was fighting Doc Ock. Even though he'd abandoned the battle, Spider-Man was still too late save Capt. Stacy. It weighed on his mind as much as Uncle Ben's death…

* * *

_((One year earlier – _

_Police sirens blared across the jam-packed street when Capt George Stacy arrived at the scene. Stepping out of the squad car with Lieutenant Jean DeWolff, Capt. Stacy took a full accounting of the situation. According to the earlier report that came through the police chatter on route to the scene, Spider-Man was going head-to-head with Doctor Octopus. Capt. Stacy noticed several vehicles flipped on their heads, prompting the FDNY and NYPD to seal up the area. Suddenly, Spider-Man came flying out of a broken department store and slamming back first into an overturned car. Following the web slinger out was the nefarious, eight-limbed mad scientist himself. He stalked toward Spider-Man using his four mechanical tentacles before extending two of them toward the hero._

_The arms grabbed Spider-Man and pulled forward toward Doc Ock where they came face to face. "I've grown tired of you frequent meddling, Spider-Man." Doc Ock said._

"_What can I say," Spider-Man replied. "I've got a talent for frequent meddling."_

"_Not for long." Ock said as he reared back one of his tentacle._

_Spider-Man managed to squirm free by shooting webbing into Doc Ock's face, then by kicking the villain in his husky frame. Flipping backward and planting the ground, Spider-Man fired a pair of web lines at Ock but Ock blocked them both with two of his metal arm. Ock yanked Spider-Man to him again but Spider-Man kicked the mad scientist in the face before flipping back again. Ock recovered and flailed every one of his tentacles every which way while Spider-Man stayed on the move by ducking and dodging the appendages. Spider-Man swung around Ock and avoided the tentacles while he was airborne and ever webbed two of the arms together. Dropping to the ground, Spider-Man pulled hard on the line and brought Ock to the ground, but Ock sent his two free arms after Spider-Man._

_All the while, Capt. Stacy and Lt. DeWolff took cover behind an overturned car with their guns drawn. "DeWolff, coordinate with the FDNY. Have them get any civilians in the area to a secure location."_

"_Maybe we should just call in the National Guard. You just that Spider-Man and Octavius are going to cause more harm than good." DeWolff stated with her dislike of Spider-Man evident._

"_Spider-Man is keeping Octavius busy while we get these people out of harm's way. So get it done, DeWolff. That's an order." Capt. Stacy said._

_Spider-Man managed to get in close to Doctor Octopus and wailed on him with punches to the face, at least until one of the tentacles grab hold of one of his feet. The arm pulled Spider-Man and held him inverted while the other three arms beat him one after the other. Spider-Man shot another glob of webbing into Ock's face, forcing the villain to flail his arms around. The momentum of the arms flung Spider-Man into the side of a destroyed truck. Ock was still struggling to get the webbing off his face while the police and fire departments were getting the civilians to safety. It wasn't without difficulty; the arms were going all over the place and snapping at several people at a time. Ock eventually got the webbing loose and saw Spider-Man down._

_Rather than take the fight to the wall crawler and waste time, Doctor Octopus went on the opposite direction and started climbing up the side of the nearby building. Spider-Man recovered just in time to spot Doctor Octopus ascending up the building and gave chase. Seeing Spider-Man going after Ock, Capt. Stacy saw this as a chance to properly coordinate an evacuation of the surrounding area. He, Lt. DeWolff and several cops and firefighters started escorting civilians to safety. Meanwhile, Doctor Octopus was three quarter of the way up the building and steadily approaching the rooftop. Spider-Man suddenly right in front of him, blocking his way up._

"_Step aside, Spider-Man. I've become very tired of your interference." Ock demanded._

"_Oh c'mon, Ock. I'd think an upstanding lunatic like you could use about five more minutes of a butt-whooping." Spider-Man retorted._

"_Suit yourself, you pathetic, four-limbed excuse for an arachnid." _

_Doctor Octopus sent one arm at Spider-Man, but Spider-Man simply hopped from one perch to another. "Them's fightin' words, you poor imitation of a Giant Squid," he quipped before dodging another arm. "Don't make me get Captain Nemo on you."_

"_Silence!" Doctor Octopus shouted and sent another arm at Spider-Man._

_Another arm came at the web slinger followed by another and another. Spider-Man continued to avoid the arms by bounding from perch to perch while waiting for a chance to fight back. Meanwhile down below, the NYPD and FDNY worked to get people to safety with Capt. Stacy leading the effort. By his count, at least a dozen or so civilians were escorted to the safety of the parked emergency vehicle where Lt. DeWolff was coordinating things on her end. Capt. Stacy idled and looked straight on the building that Ock and Spider-Man climbed. He could barely make them out as high up as they, but the rapid movement of Ock's arms and Spider-Man's agility made them easy enough to spot._

_Doctor Octopus managed to snag Spider-Man across the chest with one of the arms and he proceeded to slam the hero into the wall. Spider-Man was pinned to the wall and fought to push the arm off of him, versus Ock's efforts to force him right through the wall. It was like a reverse Tug O' War between them. Spider-Man shot a line to Ock's coat and pulled him forward before catching him with a fist, forcing the villain to release him. Ock fell a few feet before his arms arrested his fall and then they went after Spider-Man again. Spider-Man went for Ock and they collided on the side of the building that suddenly became their battleground of sorts – all while Capt. Stacy was watching from the street below – and inwardly supporting Spider-Man._

_Spider-Man managed to pin Ock to the building's side and drove his back into the brick, all before Ock grabbed Spider-Man from behind with one of his arms and flung across the sky to the side of another building. Spider-Man crashed through a window. Doc Ock used the respite to continue his climb toward the rooftop, until a pair of web lines snagged him once again. Suddenly, Spider-Man returned and collided with Doc Ock. The impact caused bits of the wall to become dislodged from the wall and sent it tumbling to the street below. They were still evacuating down below with Capt. Stacy directly the authorities in their efforts. He then caught movement nearby._

_A small boy was down on the ground in the fetal position, directly below where Spider-Man and Doctor Octopus were fighting. Chunks of masonry were raining around the boy and he was too scared to move – and Capt. Stacy knew that if the boy didn't move, he'd also certainly be killed. It was at the moment that Doc Ock regain control and slammed Spider-Man into the wall, causing a large chunk of masonry falling directly toward the boy. Spider-Man saw the debris and the boy but Ock wouldn't let him move. Capt. Stacy had to move fast and he did. He jumped over and shielded the boy just as the debris reached them._

_Spider-Man punched Doc Ock off of him before he looked straight back down, and his eyes widened in horror behind his mask. Seeing both Capt. Stacy and the boy down on the ground with debris all around them, Spider-Man leapt down. Meanwhile, Doctor Octopus also saw what had happened and with equal shock, he quickly made his escape._

_Spider-Man quickly landed and rushed to the scene. He frantically dug the boy and Capt. Stacy from the debris. The boy was okay save for a few cuts and bruises and was taken by a couple of firefighters to safety. Capt. Stacy wasn't so fortunate, lying face first on the ground. Spider-Man turned him over and saw the extent of the damage. He cradled Capt. Stacy's head to support it. Capt Stacy opened his eyes to see the web slinger looking down on him._

"_You're going to okay, Capt. Stacy. You hear me? You'll get help, I swear. Just stay with me."_

_Capt. Stacy wheezed and coughed up a trickle of blood enough indicate internal damage. He muttered very weakly, "It's too late. Tell me that boy is safe."_

_Spider-Man nodded and replied, "He's okay; you saved him."_

"_Good," Capt. Stacy said with a hard cough. "I need you to do something for me, son. I need you too…" he was belched trickles of blood in between words._

"_Hey, hey, hey, listen! Don't talk, Captain. You're going to make it, you hear me," Spider-Man begged the fallen officer. "Please, just stay still."_

_Capt. Stacy continued regardless of the pain. "My daughter. She loves you, son. She loves you very much. Please… take care of her, Peter."_

_Spider-Man was stunned at the sound his real name. "You know… you know who…"_

_Capt. Stacy smiled weakly, replying, "I've known all along, Peter. Just… be good to Gwen. For me."_

_Those were his last words to Peter Parker, not Spider-Man before Captain George Stacy passed away in Peter's arms. And Peter could nothing but bury his head into the fallen Captain's chest and weep, all the while hoping that Gwen would eventually forgive him._

* * *

Peter was still waiting for that moment when Gwen would've forgiven him for her father's death. The day of Capt. Stacy's funeral, Gwen had told Peter that she held Spider-Man responsible. She vowed to make him pay. Out of respect for Capt. Stacy, who'd known that Peter was Spider-Man for who knew how long, Peter didn't tell Gwen his secret. That seemed to actually exasperate the issue further. He still felt guilty for allowing Capt. Stacy to die, so maybe Gwen had a good reason to hate Spider-Man. So what would Gwen have said or thought if she ever learned that the guy she loved was also the man she hated?

Spider-Man didn't have much time to think about it when he looked back down toward the street. Gwen had spotted him and was staring at him with a cold, accusing glare. It was as if she was saying to him, without opening her lips, _How could you let him die? Why didn't you save him? You're supposed to be hero._ Just the mere thought of those accusations broke Peter's heart more that idea of telling her the truth or not telling her at all. Seeing that Gwen was still glaring at him worse that any beating he'd ever gotten, Spider-Man bounded off the rooftop and swung as far away from her as possible.

When Spider-Man was gone, Gwen returned to her car. Then when she was alone with no one else in sight, she finally broke down into tears.

* * *

Author's Note: This was a fairly Gwen-centric chapter in my view, focusing mostly on, well, Gwen and her reasons for hating Spider-Man. I decided to include a flashback of the day that Capt. Stacy died while Spider-Man battled Doctor Octopus, and I tried to make as faithful to the comics as possible, right down to Capt. Stacy revealing that was always aware that Peter Parker was Spider-Man.

Hope you don't mind the Punisher cameo. That was really just for a little bit of fun since he's one of my favorites. So, leave a review and I'll shall return soon.


	9. Chapter IX

Disclaimer: Hooray for me, I had more Writer's Block and a few distractions… one of which involved playing _Watch Dogs. _That's just me being sarcastic.

I don't own the rights to Spider-Man or his supporting friends; all property of Marvel.

* * *

Chapter IX

Harry had no idea why he was at Gwen's apartment or what would've possibly compelled him to go there in the first place. Aside from the desire to get as far away from his father as humanly possible, Harry was a bit at a loss. But what else was new in his screwed up world? Maybe he figured he'd have a kindred spirit in Gwen, knowing the sheer heartache she'd experienced from the death of her own father. Harry would've gone back the apartment he shared with Peter, but he came to Gwen's place instead. So maybe he simply needed a pretty face to talk to. Standing at the door to Gwen's apartment, Harry hesitated to even knock on the damn door. He wasn't even sure if Gwen was there. It wasn't going to stop him from trying.

But he stopped trying anyway, thinking it was better if he just left than and now. Sighing in frustration, Harry started on his way back to the elevator that would've taken him to the lobby of the building. No sooner did he reach the elevator did the doors suddenly slide open. Gwen was standing right in front of Harry with bloodshot eyes, slightly messy hair and a tear soaked face. Harry wasn't expecting this from Gwen Stacy, who often put on a strong face in spite of everything. Conversely, Gwen wasn't expecting to literally almost bump into Harry Osborn. But here they were in an awkward moment.

"Harry," Gwen said while wiping her face of the last few tears. "What are you doing here?"

"I just, um, needed to get away from my dad. Maybe, uh, see a friendly face," Harry replied with a stutter in his voice. "You okay?"

Gwen pushed right by Harry while telling him, "Yes, I'm fine," She reached her apartment door, pulled the keys from her purse but hesitated. "No, I'm not. I don't know."

Harry approached Gwen cautiously to not make her uncomfortable. "Do you want to talk about it?" he asked.

Gwen leaned against the wall, brushing her hand through her hair. "I feel like I'm at my wit's end, Harry. With Peter I mean…"

Harry went a little bit closer until he was close enough that he wasn't invading Gwen's personal space. "You're having issues with Peter? What kind?"

Gwen was obviously hesitant to explain so soon after she'd visited her father's grave and then visited the scene of his final moments. At the same time, she felt like she really needed to talk to somebody – to anybody willing to listen. Harry was obviously willing to listen, if only to take his mind off his own father. Sometimes, he wished it was his father that bought the farm instead of Gwen's, so he least understood. Peter had to understand, having been abandoned by his own parents way back when. After a long and somewhat uncomfortable silence between them, for better or for worse, Gwen finally spoke up.

"You're probably aware that I'm likely going to London by now, right," she said, to which Harry nodded. Gwen continued, "Well, I was hoping that Peter would come with me, but he's… he's…"

"…Noncommittal." Harry guessed.

"Exactly, and I have no idea why. I don't know if he's conflicted or reluctant or maybe not quite as smart as he makes himself out to be. And he's a smart guy, don't get me wrong."

"On that, I can agree." Harry replied with a slight tinge of jealously in his tone that Gwen missed.

"That's one reason I love him, but the second I mentioned London, it's like he completely crashed like one of his computers. He can't make a decision," Gwen explained further. "I feel like I'm being put in the position where I'll have to make the choice for him. I don't want to leave without him, but I don't want to wait for him."

Harry gave it some thought even though he wasn't sure what Gwen wanted to hear. Or of what she needed to hear. "Sorry, Gwen; I don't know what you want me to say."

"I know, and I'm sorry for dumping my problems on you, Harry. I know you've got your own issues with your dad and all."

Harry had to furrow his brow at the statement. "We've been having issues since I was born," he said. "Listen, I'm just going to take off for a while, maybe hit Central Park. I didn't mean to drop by like this."

Gwen said nothing. Harry took this silence as a sign that she understood his position and took his leave for the elevator… and then Gwen randomly asked, "You mind if I tag along?"

Harry stopped and looked back at Gwen. With a shrug, he replied, "Sure."

* * *

Central Park was usually the first spot any tourist from outside of New York visited. With its shimmering lake and the bustling trees and the archway, it was the place to be for families and couples and for kids to play. There was also the Central Park Zoo. With it being the middle of summer, tourists tended to flock there like birds flying back from the south following the cold, bitters of winter. While at the zoo, the numerous animals more or less put on a show for their human visitors. An average New Yorker could almost forget that the place was at one point a battleground for Spider-Man and Sergie Kravinoff, better known as Kraven the Hunter.

Harry was there that day when Spider-Man fought Kraven, obstinately to try to lend a hand in defeating the villain. He ended up getting tossed into the Allison Maher Stern exhibit, although Spider-Man managed to rescue him from any soon-to-be emerging snow leopards. In the end, Kraven was beaten but he ultimately escaped. Gwen had a vastly different and a much more pleasant memory of coming to the zoo with her father when she was still a little girl. She often tried to talk to the penguins and the tigers like Dr. Doolittle. She and Harry were at the Polar Exhibit, admiring the flightless birds as they often hopped into the frigid waters. The sight of them made Gwen produce a smile for the first time all day long.

"I think this is just what I needed; something to take my mind of everything and just have a little fun." she said."

"Yeah," Harry replied. "It's funny, because I didn't actually intend to come down here at all."

Gwen looked at Harry with a humorously accusing face. "And what was that back my apartment? You just wanted to get away from me?"

"I want to get away from the world; just forget about my dad, forget about our problems… that sort of thing," Harry stated while he gazed the penguins swimming under the water. "You think these little guys ever have to worry about stuff like that?"

"The penguins? No. All they worry about is food and taking care of their hatchlings." Gwen replied.

"Yeah, I kind of envy them." Harry claimed while a lone penguin looked directly at the two young humans, pondering their presence.

From the Polar Exhibit, Gwen and Harry continued on through the zoo which was clearly a busy place nowadays due to the season. It was expected in the summer season when the kids were out of school and they wanted to see the animals. Gwen understood that all too well, while Harry wished he'd had that kind of childhood. The last thing he wanted right now was to sour the day by dumping his father issues on Gwen again. Instead, they continued on through the zoo and went about enjoying the day as a whole.

For much of the day, they walked around the zoo and took in the various inside and outside exhibits. There was no shortage of animals to be seen; birds, mammals and amphibians of all shapes and sizes and species. Gwen and Harry entered the Rainforest Exhibit, which was nearly perfectly identical to the real thing right down to the more exotic animals of the world. Just being in the exhibit, able to walk through it, made them sweat just a little bit more than if they were ever under the hot sunlight.

From the Rainforest Exhibit, Gwen and Harry moved on to the Allison Maher Stern, although Harry was reluctant to venture there again after the last time. Gwen was especially interested in the newer exhibit since it was never put into place when she was young. She was at least able to really take in the sight of the otherwise endangered species, especially the two snow leopard cubs. They approached her from behind the mesh panel, eager to get to know the human girl and her male companion. Gwen waved at the cubs while Harry smiled, and then along came the mother snow leopard. Harry recoiled at the sight of the mother cat, which was understandable given his experiences a year prior.

Their next destination was the Central Garden & Sea Lion Pool, a short distance away from the snow leopards exhibit. The sea lions there were packed together on shore, which was normal for the highly social species. Scooter, Clarisse and April were the acrobats of the bunch, and they put on a display for the watching visitors from the city. Gwen and Harry were among the visitor, watching in awe as the sea lions performed various tricks for the onlookers. Harry was certain that he'd notice a smile on Gwen's face and he determined that this was exactly what she needed.

The rest of the day went on without incident, with Gwen and Harry roaming around the zoo and taking in every exhibit available to them. By the mid-afternoon, they had left the zoo and ventured into the park itself. There was a warm breeze that blew leaves from the trees. Some of the leaves fell to the lake, creating tiny ripples on the water's surface. It seemed like the perfect end to an otherwise trying day for Gwen. She had a stuffed penguin in her arms that she perch used from the gift shop earlier. Harry had insisted that he'd pay for it, but Gwen chose to buy it herself citing her being capable of making such a small buy.

Harry felt better in his own right despite his past experiences at the zoo. Being there, even though his real plan was actually to wallow at a bar up town, helped him forget about his father. At least for a while. It was worth it, especially if he was with Gwen. He'd never admit it, but he'd long had personal feelings for Gwen. He'd just never been to act on them back in the day. Besides, Gwen was Peter's girlfriend, not Harry. Whatever issues were going on between them, they likely get through them. And Harry would've bowed out and given his blessing. Or would he?

* * *

By the time they returned to Harry's car, it was around the time that the sun was setting. The traffic would've been a pain, but Gwen didn't live that far from Central Park anyway. Harry's home was father into the city. Harry was as much a gentleman that he opened the passenger door for Gwen to step inside, a quality he didn't learn from his father but on his own merits that Norman rarely noticed anyway. Gwen was impressed but not surprised; Harry always did things that no one expected, even his own father.

The ride back to Gwen apartment was longer that either of them anticipated. The streets were choked by moderately sized traffic, not enough to cause a full-blown traffic jam. It was really only enough to delay the return home. There was an awkward silence between them, so Harry turned on the radio and searched for a decent song over the various channels that were available in New York or anywhere else. Harry eventually settled on 92.3 FM Radio and a song from Alicia Keys.

"Oh turn in up, I like this song." Gwen said. She didn't wait for Harry to handle the stereo and turned the song up herself.

"_I am a freedom fighter, the name that history wrote.  
And even through disaster, eye of the tiger for hope.  
I'm trying to find my way back, there's no day for heroes.  
And even when I'm tired, "Go" is the only word I know,"_

Harry raised an eyebrow and asked, "Seriously?"

Gwen began moving her shoulders to and fro to the beat of the song, telling Harry, "I love Alicia Keys, Harry. Don't ruin it for me."

_This should be fun,_ Harry thought.

Then Gwen began to sing along;

"_I bet they wonder how I go on,  
I bet they wonder how I go on,  
I simply say It's On Again, It's On Again,  
The world don't stop, It's On Again, It's On Again,"_

Gwen was snapping her fingers and said to Harry, "C'mon, Harry! Join in."

"No, you go you ahead. I'll just be here, driving the car." Harry replied.

Gwen simply continued the sing-a-long;

"_I am a lonely hero, tryin' to fight my battles  
Life likes to blow the cold wind, sometimes it freezes my shadow  
In the midst of all of this darkness, I sacrifice my ego  
There ain't no room for selfish, we do it for the people,"_

Gwen just kept jiving to every beat, every lyric while moving her shoulders and snapping her fingers. She even closed her eyes and imagined being on stage with Alicia Keys performing a duet of that very song that was playing on the radio. Harry smirked at the sight and thought about how it was usually Mary Jane who was the party girl. He didn't expect this type of thing from Gwen Stacy of all people. For Gwen, it just seemed like all her personal problems were being washed away. Maybe it was exactly what she needed, while Harry focused on getting her home.

"_The work don't stop, 'cause they don't stop,  
And everybody here trying to get on top  
Everybody from the burbs down to the block  
Gotta hold on tight and don't let go, let go  
Huh  
So you think you're hot?  
Gotta grind hard, give it all you've got  
You can have, or you can have not  
You see that a lot in the ghetto (ghetto)  
How I go on, go on  
I bet they wonder how I go on, go on_

_I'll simply say It's On Again, It's On Again  
The world don't stop, It's On Again, It's On Again."_

* * *

They eventually returned to Gwen's home where the exited Harry's car; Gwen had a noticable smile which Harry returned in kind. "Thank you, Harry."

Harry dotted his eyes and asked, "For what?"

Gwen shrugged, "For hanging out with me. I think I really needed the distraction and you came through for me."

"Yeah well, you were a pretty good distraction yourself. I actually did have a little bit of fun," Harry saw that Gwen was flattered by his comment before he began to get serious. "Listen, seriously; whatever's going on between you and Peter, I just hope you two can get through it. Of course – if you don't…"

Gwen knew where Harry was going and said, "Harry, I appreciate what you've done for me. Peter and I, we're going through this phase. We'll work it out."

"I'm sure you will. I'm just saying…" Harry trailed off, not knowing what to say. "Forget it; it's was a stupid idea."

Gwen knew what the idea was that Harry was considering. "Harry, you're one of my best friends, hell, I love you… but as a friend and even as the brother I never had. The thought does mean a lot, so thank you."

Harry felt foolish to have even considered what he was thinking, but he at least understood Gwen's position. As she was walking through entrance to the complex, he said, "I'll catch you later, Gwen."

Gwen turned to face Harry from the entrance and replied, "Goodnight, Harry." Then she disappeared inside the complex.

Harry entered his car but didn't immediately start the engine. He was alone with his thoughts on Gwen and Peter. It was a stupid idea he had to even think there was a possibility of him and Gwen getting together, especially since Gwen was Peter's girlfriend. And Peter was Harry's best friend. But Harry was jealous of Peter for more than just Gwen. Secretly, Harry had loved Gwen since high school, but she chose Peter. Peter had the admiration of Harry's own father, who at the same time wouldn't give the time of day. As much as he thought of Peter as a brother, like Gwen thought of him, Harry had always secretly resented Peter as much he did his father and vice versa.

It was that kind of thing that drove Harry to do certain things unbecoming of the Osborn name, like alcohol and drugs… or maybe it was just something that ran in the family. If that was the case, then Harry was more like his father than he knew. And right now, he needed a drink.

* * *

Author's Note: Ugh, this chapter was a pain in the ass to put together. It's another Gwen-focused chapter with Harry involved now. It pretty much hints at the possible hook-up between them, as well as the hidden jealously Harry has toward Peter.

Sorry if the Central Park Zoo scene wasn't entirely accurate. I haven't been there in many years.

And yes, that was Alicia Keys' song, _"It's On Again"_ from _The Amazing Spider-Man 2_. I don't even listen to R my preference is Rock.

So give me a shout out while I work on the next chapter. Peace out!


	10. Chapter X

Disclaimer: Okay, so this story is slow going thus far. But that only because I don't want to rush through it like I've done in my early days. I won't beg and plead for more reviews per chapter as that would make me seem desperate… which I'm not.

Special shout out to all the dads out there one day before Father's Day, and one more shout out to Lady of Myth and Legend for your support so far. Much love!

I do not own the rights to Spider-Man and company.

* * *

Chapter X

Monday was the start of the week, and in the case of Manhattan, it was the beginning of highly hectic and perpetually aggravated business week. Donald Menken was in Wall Street handling said business for Norman Osborn, particularly the financial aspects of OsCorp where he had recently stood in for Norman in his absence. The thing was, Norman was unaware of Menken's present in Wall Street just as he was unaware of Menken's – questionable decisions of late. There was concern in Menken's mindset that his employer could and most likely would find about it sooner or later. And Given Norman's state of mind as of late, Menken ought to have considered getting out of the country as sooner as possible. At least Menken found time to buy a cup of coffee; this particular Monday was going to be of those long Mondays.

Menken strolled toward the curb and hailed a cab. One, two, three cabs passed by him as if he was invisible, never mind that they were likely taking other passengers to whatever destination to which they were headed. Menken inwardly wished he had his car. Eventually and after some trial and error, Menken finally managed to hail a cab coming down the street toward him. A moment later, the yellow vehicle was cut off by a white limousine parking itself right where Menken was standing. Menken was understandably startled by the sudden appearance of the limo, while the driver of the cab was cursing out foul language and taking off. The window of the rear passenger door that Menken was facing slid open, but Menken couldn't see anyone inside. Then Wilson Fisk appeared, having hidden his face from view before.

"Good morning, Donald." Fisk said.

"Mr. Fisk, to what do I own the pleasure?" Menken asked, doing his best not to be nervous around Fisk.

"The pleasure is all mine, actually. It was Monday so I decided to take a ride around Tribeca. Imagine my surprise to find you here," Fisk explained in a surprisingly casual way, which made Menken a bit more nervous. "I can offer you a ride back to your home if you wish."

"That won't be necessary. I can get back home on my own merits." Menken replied, hoping Fisk would take the bait and leave.

"It's almost eight blocks from here to your apartment on Main Street, Menken. Do you mean to walk that distance?" Fisk asked.

Menken was of the mindset of bolting down the sidewalk, jacking a parked car and driving as far away from Fisk as humanly possible. There were two major problems with that. One; the owner of said vehicle could report it stolen and finger Menken as the culprit, and Menken doubt that Norman Osborn would bother to bail him out. Two; if the cops didn't catch, then Fisk would catch him. And he wouldn't be nearly as forgiving given his underworld connections of which Menken was aware. That was to say nothing if Norman got wind of Menken's behind the scenes action.

He ultimately walked around to the other side of the car where the limo driver was opening the door to let him enter. Menken slipped into the seat across from where Fisk was sitting. Fisk took up much of his own seat given his considerably massive girth when the limo driver shut the door and returned to the driver seat. The car then entered traffic, which seemed surprisingly light for a Monday morning when most New Yorkers were in a hurry to get where they needed to be in one. Menken sat across and to the far left from Fisk, who was sipping on a glass of wine like some clichéd evil comic book villain. The sight of the massive man in the suit made Menken more than a little nervous.

Fisk placed the glass into a holder and elected to get right to business. "So, Donald, how've things been lining for Norman since he's reclaimed leadership of his company?"

Menken seemed hesitant to reply to Fisk's question, but not answering was likely far worse. "Well Mr. Fisk…"

"Wilson," Fisk corrected. "No need to stand on ceremony here."

"As I was saying – Wilson," Menken corrected himself. "Productivity within OsCorp has progressed upon Mr. Osborn's return to the day-to-day operations, especially after that fiasco with Shocker at the press conference."

Wilson gave a slight nod despite knowing he'd sent Shocker after Norman in the first place. "I suppose I shouldn't be surprised; Norman was always a very driven man, maybe even a bit obsessive at times," Wilson then paused to take another sip of wine before continuing, "What about you, Donald? What brings you to Wall Street? Trying to buy more stocks? Or are you recouping certain… losses?"

Menken gave Fisk a slightly confused look and tried to play it off. He cracked a small smile and replied, "If I'd suffered any particular losses from my accounts, you can rest assured that they've been replenished in time. The last thing I'd need is the IRS descending on me like vultures."

"Funny you should mention vultures. I'm not sure if you're aware, but Adrian Toomes recently escaped from Riker's Island. I have no doubt that Norman's taken notice by now," Fisk explained, while Menken retained himself. "Still, Donald, if news of Toomes' escape hasn't reached Norman yet, then surely the news of certain – financial difficulties within OsCorp will. That wouldn't bode well for Norman now, especially in today's economy."

Now Menken was starting to sweat and he was fighting not to show it. "Well… I'd be lying if OsCorp's reopening wasn't fraught with obstacles like with Shocker's assassination attempt. Couple that with Mr. Osborn's disappearance at the height of the Goblin incident last year…"

"You can stop trying to mislead me, Menken," Fisk said, his tone becoming dark and very serious. "I already know well enough about your recent string of mismanagement of OsCorp."

Menken was very much sweating bullets at that point, feeling like a soldier being heavily grilled by his commanding officer. "How could you possibly know that?" he asked.

Fisk leaned forward and replied, "I'm the Kingpin of Crime, the most powerful crime boss in the New York underworld. I have connections all throughout this city, in every level of its infrastructure and more than Silvermane or Mr. Negative can boast. There isn't anything in this entire city that I don't know about."

"But you can't possibly be aware of…" Menken couldn't even finish his protest, instead stating, "I've taken every careful step to keep this news away from the public and from Mr. Osborn. If it leaked…"

"You think that your actions prevented the story from leaking? The news of your mismanagement of the very company that Norman Osborn built hasn't leaked because of _**my**_ connections," Fisk explained. "If I wanted to, I could have the story leaked with a snap of my fingers."

Menken knew Fisk wasn't bluffing. "So why haven't you?"

Fisk smiled wickedly and replied, "Isn't that the question of the day?"

Before the conversation could be continued, the limo was suddenly jolted and sent Fisk and Menken thrashing in their seats. The limo itself crashed into a light post, leaving the front end T-boned and spewing fumes. Fisk exited the rear of the limo, followed by Menken. Right at that very moment, Spider-Man crashed right in front of them in a heap. Upon seeing Spider-Man down and seemingly out for the count, Fisk was tempted to unmask the arachnid right there, until Spider-Man suddenly recovered and pushed Fisk out of the way of a sudden stray shot. Spider-Man pushed Fisk, and Menken, up against the limo. Another stray shot nearly struck Spider-Man when he was able to back flip out of the way.

The shots were being fired at Spider-Man by Beetle, the villain that Spider-Man first met at Quest Tower only a couple of days ago. Spider-Man leapt up and clung to a wall with Beetle hovering toward him and unloading more shots at him, seemingly almost with recklessness to his aim. The shots missed Spider-Man as he bounded and hopped in between the shots while remaining perched on the wall. All the while, Fisk and Menken and the limo driver moved out of the way as the two foes battled among the on-looking New Yorkers and officers alike. Fisk in particular was hoping that Spider-Man and Beetle would kill each other.

Spider-Man fired a line and swing around Beetle as the villain was still taking shot after shot and missing. The shots only struck the street in front of the gathered crowd and the police officers keeping them safe from harm. Beetle managed to strike the web line, sending Spider-Man spiraling in mid-air but landing atop a street light. Another of Beetle's shots missed Spider-Man as he leapt over it easily, and then Spider-Man retaliated with series of webbing shot of his own. Most of the web spheres struck Beetle and caused him to almost lose control while in flight, although he was able to right himself. Then he was blinded by a glob of webbing to his mask, while Spider-Man was once again perched to a wall.

"Hey, Bumblebee," the web slinger called out to the blinded villain. "You think maybe we can speed up this little slow dance of ours? I've got a much hotter date lined up and I don't want to be late for it, you know what I mean?"

Beetle finally tore the webbing from his mask and shouted, "This doesn't end until you're a greasy smear on the ground."

"Give it your best shot…. Mr. Paul McCartney." Spider-Man quipped.

Beetle screamed, incensed at the Beatles reference and fired a whole volley of shots at Spider-Man… and walked right into the trap. Spider-Man bounded from the wall and swung all around Beetle without stopping for even a second, and Beetle followed by rotating in place while in mid-air and taking pot shots. He couldn't hit Spider-Man even one time or even land a single glancing blow. At the same time, Spider-Man easily slipped passed Beetle and seemed to mock with random hand gestures, some of them not flattering. Eventually, Beetle suddenly stopped spinning around and appeared to be dizzy from the rotation.

Spider-Man saw his opening as he was standing directly below Beetle. He bound up and grabbed hold of the villain flight pack. With a mighty thrust, Spider-Man punched directly through Beetle's flight pack. A second later, he yanked a handful of wiring from within the pack before jumping off. Beetle's pack sputtered and seized before it following died, sending Beetle crashing to the street with a heavy clang of steel on asphalt. Spider-Man landed in front of the villain as he tried to rise from the ground. Brandishing a hidden knife, Beetle took a swing at Spider-Man… and took a straight punch to the mask. The punch was enough to shatter one of the yellow eye piece before Beetle dropped back down, defeated. A round of applause from the gathered watchers rose up, minus Wilson Fisk as Spider-Man webbed up Beetle and pulled his mask off, revealing the face of a defeated Abner Jenkins.

Kneeling down beside the beaten villain, Spider-Man said, "I think this is the part where you cuss and moan and swear brutal revenge against me, Jenksie-Winkle!"

"This isn't over, Spider-Man. I'll get out jail soon enough and I do…" Jenkins took a mouthful of webbing before he could finish his statement.

Spider-Man brought his hand to his ear and said, "I'm sorry, Jenks. I can't hear you over all the webbing."

The gathered crowd, the officers and news crews applauded louder and hard and chanted, "SPIDER-MAN! SPIDER-MAN! SPIDER-MAN!"

Spider-Man gleefully took a bow to the masses, declaring out loud, "Thank you – thank you very much. You're all too kind."

Everybody applauded louder, until… "A fine show of humility, Spider-Man," The voice was from Wilson Fisk, who was approaching Spider-Man from within the crowd like a lunar eclipse blotting the sun. "A fine show; you almost had me fooled of your so-called heroics."

"Somebody call Captain Ahab; I just found Moby Dick." Spider-Man joked, drawing some laughter from the crowd.

Obviously, Fisk wasn't amused. He approached Spider-Man until they were face to face. Or more like face to girth. "Joke all you like, but I've been on to you from the start. You pretend to be this hero to whom the citizens look up, but you're no different from the likes of Beetle or Doctor Octopus or the Lizard… or the Green Goblin."

"Says the man who likely gets confused for the hippo float from the Macy's Parade."

Fisk lowered his face so that it met Spider-Man's through the white eyes pieces of his mask. "You might have these people fooled now, but they will tire of you eventually and when that day comes, I'll be there to watch your downfall. Trust me; that day is coming."

Spider-Man waved his hand between his and Fisk's face and replied, "I'm sorry, did you say something? I couldn't help but be distracted by the foul stench of Limburger cheese and anchovies permeating from your breath. Oh, and don't think for a second that I'm not on to you either, Fisk."

"You have nothing on me, Spider-Man." Fisk said confidently.

"I may not be able to prove you're dirty, but that doesn't mean somebody else won't try." Spider-Man said while he glanced briefly Capt. Jean DeWolff. Then he shot a web line and swung away.

Fisk watched intently as Spider-Man disappeared into the sky line like some god-like creature before he turned back to the site of the chaos. He watched as several police officers hoisted the defeated Beetle to his feet and dragged him away to a waiting vehicle. Capt. DeWolff directed them before glancing briefly at Fisk. She and Spider-Man had something in common; both of them were on to Fisk and his less public endeavors, but neither could prove them to be fact. Fisk did tell Menken that he had connections, enough to keep his Kingpin persona secret. Donald Menken was standing among the crowd nearby what was left of Fisk's limousine, and Fisk still had business to attend to with him.

* * *

Gwen had made up her mind and she wasn't going to wait for Peter to make up his own mind. That was the primary reason behind her standing near a local shawarma restaurant waiting for her boyfriend to show. She didn't want to go inside some the store and eat shawarma, which she'd heard wasn't all that great, while waiting casually for Peter to arrive from wherever he was at now. This was serious for her, and now, she wanted and needed to be serious with Peter. Why he'd yet to answer her messages to him was beyond her now. So she started turning her face from side to the other, trying to make out any sign of Peter's eventual arrival. As Gwen was scanning the immediate area around, Spider-Man swung right into an alley half a block away from her.

Gwen turned her face in the very direction parallel to the alley where Spider-Man vanished, and ultimately just missing him. She likely would've thought she was getting slightly paranoid. Thank god for those self-defense classes her father made her attend. Gwen continued to scan the area for Peter, all the while Peter emerged from the same alley he disappeared into as his superhero persona. He was kicking himself for missing Gwen's first couple of calls over his phone, the fault being his fight with and apprehension of Beetle. But that was in the past. Gwen was right in front of him, waiting for him. Peter approached with whatever confidence he could muster.

"Hey Gwen," he called, drawing Gwen attention to him. "I'm sorry, I am so sorry I didn't get here sooner."

"Yeah, you should be. I left you three, maybe four messages on your phone telling you it was really important." Gwen explained.

"I know, and I would've responded sooner but I got called to the Bugle. And then I got stuck in traffic and then…" Peter stopped to note the particular restaurant standing between him and Gwen. "Is that a shawarma joint? You decided to meet in front of a shawarma joint?"

Gwen rolled her eyes and sarcastically replied, "Oh, I'm sorry I didn't pick the Bahamas of meeting places. Seriously, where were you… actually?"

Peter darted his eyes to one side and said, "I told you, I got stuck in traffic. Public transportation kind of sucks these days."

"Peter, just stop. I watched the news videos of Spider-Man fighting that Beetle guy, and I've got that sneaking suspicion that you were there taking photos," Gwen stated and pretty much tore Peter down. She regretted saying what she said soon enough. "Look, I asked you be here to tell you that…" Gwen stalled for a moment, but Peter had already known what she was about to tell him.

"You've decided to move to London." he concluded.

Gwen looked like a little girl with her hand caught in the cookie jar, but her expression didn't change. "Yeah," she confirmed. "I feel like it's just something I have to do. New York is always going to be my first home, but I want to move on and I want to leave the memories of my dad's death behind."

Peter understood that all too well, telling Gwen, "Yeah, I get that…"

Gwen was expecting that sort of response from Peter when she then said, "Peter, I don't want to go alone. I want you to come with me. I'm tired of waiting for an answer from you. I have to know, right now, that you'll come with me."

That was the point where Peter was now almost completely stuck in a rut, worse than the battles he'd had with the Sinister Six. In retrospect, he saw this coming from Gwen. He knew she was going to make a decision at some point about London, and now that she'd decided to go, Peter was stuck. Gwen was right there, waiting for Peter say something and getting pretty impatient with him for making her wait. Peter's attempts to assuage the situation, which included brushing his hand through his hair and biting his lip and twitching his fingers out of anxiousness, were noticed by Gwen. Her response to this was a roll of her eyes out of frustration. Peter had to say something to her now.

"Well…?" Gwen asked, bringing Peter out of his funk.

_Moment of truth, Parker,_ he though. "I'm sorry, Gwen. I can't go with you."

Gwen looked at Peter with hurt in her eyes, but there was also a pang of anger. "You can't… or you won't?" she asked.

"I… I don't know." Peter replied, and Gwen turned and stormed off with him following. "Gwen, it's not all that simple."

Gwen spun back around with an expression marked with hurt and annoyance in equal measure. "Of course it's not, Peter. It's not simple because you feel the need to make it a complicated thing when it shouldn't be. Sometimes, I wonder if I even matter to you anymore."

"You _**do**_ matter to me, Gwen. You've mattered to me since my uncle died, since you're father died." Peter argued.

"Yeah and why do you think my dad died? Because of Spider-Man, your bread 'n butter; he's once the reasons I've decided to leave for London and you're acting like he's the Be All, End All of your life." Gwen argued back.

"That's not true."

"It's not? Then why does he keep getting in between us," Gwen asked as if she was expecting a full explanation from Peter, but knowing that he had none. Once she'd calmed herself down, she asked, "Peter, are trying to push me away?"

"What?! No, I'd never do that to you, Gwen. You're the love of my life. You're my girlfriend; my life wouldn't mean a thing without you in it." Peter desperately proclaimed.

But Gwen wasn't hearing anymore of it, believing that Peter's mind was made up. So was hers. "I can't do this, Peter. I believe you when you say that you love me, but I cannot do this. I can't wait for you and I'm not going to wait for you. I'm going to London…"

"Gwen, please…" Peter begged, but Gwen continued.

"I'm moving to London, and I'm not coming back. If that means that we're done, then we're done. I'm sorry, Peter, but we are done."

With that, Gwen turned and walked off without another word to Peter and leaving him speechless. Peter was tempted to talk to Gwen more, and even tell her the truth that he was Spider-Man. She wouldn't have believed it. In fact, it would've made it worse on both. So Peter ultimately chose not to pursue Gwen. Doing otherwise wouldn't have been prudent. Peter then noticed that nearly a block away, Gwen had turned back to look at him. For a moment, Peter wanted to run to her. It seemed like Gwen wanted to do the same thing. But she simply turned back and continued on until she disappeared around the corner.

And all Peter could do was think to himself, _I really blew it, this time. _

It all had to happen in front of a shawarma restaurant of all places.

* * *

Author's Note: Poor, poor Peter. After he apprehends and humiliates Beetle and has the last word on Fisk, Gwen ultimately dumps him. Before you get you skivvies in a bunch, don't go think Harry had some influence over Gwen from the last chapter. This Peter/Gwen thing's been going since several entries ago.

Meanwhile, Fisk seems to have insider info on Menken's handling of OsCorp. The prognosis doesn't bode well, does it?

Beetle does return, briefly, and gets his ass kicked by Spider-Man. This pretty much signifies his place as a relatively weak villain. Sorry, Jenksie-Winkle.

Plus... shawarma. I mentioned shawarma. What the hell is shawarma anyway?

Let me know how this chapter came out while I work up the next one. Peace out!


End file.
